Technology
M-tron Industries, Inc. Reports First Quarter 2025 Results
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1 year agoon
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Revenues increased 13.8%, or $1.5 million, to $12.7 million for the three months ended March 31, 2025 from $11.2 million for the three months ended March 31, 2024Net income per diluted share increased $0.03 to $0.56 for the three months ended March 31, 2025 from $0.53 for the three months ended March 31, 2024Backlog increased $9.4 million, or 20.3%, to $55.5 million as of March 31, 2025 from $46.1 million as of March 31, 2024
ORLANDO, Fla., May 13, 2025 /PRNewswire/ — M-tron Industries, Inc. (NYSE American: MPTI) (“Mtron” or the “Company”), a designer and manufacturer of highly-engineered electronic components used to control the frequency or timing of signals in electronic circuits, announced its financial results for the three months ended March 31, 2025.
“Mtron delivered another quarter of revenue growth driven by healthy demand across our existing portfolio and the successful introduction of new products,” said Cameron Pforr, Mtron Interim Chief Executive Officer. “Our backlog increased significantly during the period and we remain focused on delivering innovative products that strengthen our market position and create sustained value for our stockholders.”
“We also successfully completed the distribution of the previously announced dividend of warrants on April 25, 2025, reflecting our ongoing commitment to enhancing stockholder value and providing opportunities for long-term participation in Mtron’s future growth,” continued Mr. Pforr.
Results from Operations
Revenue was $12.7 million in the first quarter of 2025 compared with $11.2 million in the first quarter of 2024. The increase was primarily due to strong defense product shipments.
Gross margin was 42.5% in the first quarter of 2025 compared with 42.7% in the first quarter of 2024. The decrease is primarily due to higher revenues partially offset by the initial higher manufacturing costs associated with the initial production runs of several new products. In addition, we saw the initial impact this quarter of newly initiated federal tariffs on imports of foreign sourced materials and partially finished goods.
Net income was $1.6 million, or $0.56 per diluted share, in the first quarter of 2025 compared with $1.5 million, or $0.53 per diluted share, in the first quarter of 2024. The increase in revenues discussed above was partially offset by higher manufacturing cost of sales consistent with the growth in revenues and the introduction of new products as well as higher engineering, selling and administrative expenses related to higher research and development costs, higher sales commissions from an increase in revenues, and an increase in corporate expenses consistent with the overall growth in the business.
Adjusted EBITDA was $2.5 million in the first quarter of 2025 compared with $2.3 million in the first quarter of 2024. The increase was primarily due to higher income before income taxes, depreciation, and stock-based compensation partially offset by higher interest income.
Backlog
Backlog was $55.5 million as of March 31, 2025 compared to $47.2 million as of December 31, 2024 and $46.1 million as of March 31, 2024. The increase in backlog reflects several large orders received during the quarter and the continued broad demand for our products.
Impact of Tariffs
In March 2025, Mtron saw the initial impact of the recently announced federal tariffs on the import of goods and materials from outside the United States. Mtron, while a United States-based manufacturer with a great degree of vertical integration, does import some materials from Japan, China, and South Korea and performs some finishing work at our facility in Noida, India. It is difficult to predict the long-term impact of this trade policy on our financial performance. We are working with many of our defense customers on enacting parts of the Federal Acquisition Regulation (“FAR”), which potentially exempt materials received for defense production from entry tariffs. In addition, we continue as always to analyze our supply chain in order to make sure we have redundancy of suppliers and can source from reliable suppliers at the best price possible. To date, we have seen no impact from tariffs on demand for our products.
Warrant Dividend
On April 25, 2025, the Company distributed the dividend of warrants to stockholders of record on March 10, 2025. The warrants are listed on the NYSE American under the ticker “MPTI WS.” The warrants may be listed on certain financial websites under the ticker “MPTI WT” or a similar nomenclature.
Pursuant to the Warrant Agreement, the warrants contain the following terms:
Five (5) warrants exercisable to purchase one (1) share of common stock;Exercise price of $47.50 per share;Exercisable at the earlier of (i) thirty (30) days prior to April 25, 2028 or (ii) the date on which the average volume weighted average price (“VWAP”) of Mtron common stock is greater than or equal to $52.00 per share for the prior thirty (30) consecutive trading day period (the “Acceleration Trigger”);Expire at the earlier of (i) April 25, 2028 or (ii) thirty (30) calendar days following Mtron’s public announcement of the date of the Acceleration Trigger; andWarrant holders exercising their full allotment of warrants can apply to subscribe for any or all shares of common stock issuable pursuant to any outstanding but unexercised warrants.
For further information, refer to the FAQ on Mtron’s Investor Relations website at ir.mtron.com/financials/2025-Warrant-FAQ.
Earnings Call
Management, including Mr. Pforr, will host a conference call with the investment community on Wednesday May 14, 2025, to discuss the Company’s first quarter 2025 results and to respond to investor questions.
The call will begin at 10:30 a.m. Eastern Time on Wednesday May 14, 2025, and can be accessed using the dial-in details below:
Toll Free Dial-in Number:
(888) 672-2415
Toll Dial-in Number:
+1 (646) 307-1952
Passcode:
4068751
An archive will be available after the call on the Investor Relations section of Mtron’s website at ir.mtron.com, along with Mtron’s press release.
About Mtron
M-tron Industries, Inc. (NYSE American: MPTI) was originally founded in 1965 and designs, manufactures and markets highly engineered, high reliability frequency and spectrum control products and solutions. As an engineering-centric company, Mtron provides close support to its customers throughout our products’ entire life cycle, including product design, prototyping, production and subsequent product upgrades. Mtron has design and manufacturing facilities in Orlando, Florida and Yankton, South Dakota, a sales office in Hong Kong, and a manufacturing facility in Noida, India. For more information, visit www.mtron.com.
Cautionary Note Concerning Forward Looking Statements
This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, such as those pertaining to the uncertain financial impact of COVID-19 and the Company’s financial condition, results of operations, business strategy and financial needs. All statements other than statements of current or historical fact contained in this press release are forward-looking statements. The words “believe,” “expect,” “anticipate,” “should,” “plan,” “will,” “may,” “could,” “intend,” “estimate,” “predict,” “potential,” “continue” or the negative of these terms and similar expressions, as they relate to Mtron, are intended to identify forward-looking statements.
These forward-looking statements are largely based on current expectations and projections about future events and financial trends that may affect the financial condition, results of operations, business strategy and financial needs of the Company. They can be affected by inaccurate assumptions, including the risks, uncertainties and assumptions described in the filings made by Mtron with the Securities and Exchange Commission, including those risks set forth under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K as filed with the SEC on March 27, 2025. In light of these risks, uncertainties and assumptions, the forward-looking statements in this press release may not occur and actual results could differ materially from those anticipated or implied in the forward-looking statements. When you consider these forward-looking statements, you should keep in mind these risk factors and other cautionary statements in this press release.
These forward-looking statements speak only as of the date of this press release. Mtron undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. Accordingly, readers are cautioned not to place undue reliance on these forward-looking statements. For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.
M-tron Industries, Inc.
Quarterly Summary
(Unaudited)
2022
2023
2024
2025
(in thousands)
Q1
Q2
Q3
Q4
Q1
Q2
Q3
Q4
Q1
Q2
Q3
Q4
Q1
Revenues
$
7,691
$
7,064
$
8,417
$
8,673
$
9,367
$
10,140
$
10,888
$
10,773
$
11,185
$
11,808
$
13,214
$
12,805
$
12,732
Y/Y
21.8
%
43.5
%
29.4
%
24.2
%
19.4
%
16.4
%
21.4
%
18.9
%
13.8
%
Gross margin
37.3
%
37.5
%
32.4
%
35.7
%
34.1
%
41.6
%
42.8
%
43.6
%
42.7
%
46.6
%
47.8
%
47.2
%
42.5
%
Y/Y
-8.6
%
10.9
%
32.1
%
22.1
%
25.2
%
12.0
%
11.7
%
8.3
%
-0.6
%
Net income (b)
$
619
$
486
$
503
$
190
$
553
$
1,277
$
1,586
$
73
$
1,486
$
1,744
$
2,267
$
2,139
$
1,630
Y/Y
-10.7
%
162.8
%
215.3
%
-61.6
%
168.7
%
36.6
%
42.9
%
2,830.1
%
9.7
%
Adjusted EBITDA (c)
$
1,177
$
841
$
876
$
1,114
$
1,028
$
1,931
$
2,336
$
2,397
$
2,262
$
2,523
$
3,300
$
3,056
$
2,502
Y/Y
-12.7
%
129.6
%
166.7
%
115.2
%
120.0
%
30.7
%
41.3
%
27.5
%
10.6
%
(a)
Q1 2022 – Q3 2022 do not include any public company costs as these periods were pre-IPO.
(b)
A reconciliation of non-GAAP financial measures to the most comparable GAAP measure is provided at the end of this press release.
M-tron Industries, Inc.
Condensed Consolidated Statements of Operations
(Unaudited)
Three Months Ended March 31,
(in thousands, except share data)
2025
2024
Revenues
$
12,732
$
11,185
Costs and expenses:
Manufacturing cost of sales
7,326
6,406
Engineering, selling and administrative
3,393
2,990
Total costs and expenses
10,719
9,396
Operating income
2,013
1,789
Other income:
Interest income, net
111
32
Other (expense) income, net
(10)
42
Total other income, net
101
74
Income before income taxes
2,114
1,863
Income tax expense
484
377
Net income
$
1,630
$
1,486
Income per common share:
Basic
$
0.57
$
0.55
Diluted
$
0.56
$
0.53
Weighted average shares outstanding:
Basic
2,841,357
2,716,202
Diluted
2,906,144
2,784,960
M-tron Industries, Inc.
Condensed Consolidated Balance Sheets
(Unaudited)
(in thousands, except share data)
March 31, 2025
December 31, 2024
Assets:
Current assets:
Cash and cash equivalents
$
13,662
$
12,641
Accounts receivable, net of reserves of $201 and $182, respectively
6,718
6,842
Inventories, net
9,365
9,509
Prepaid expenses and other current assets
694
760
Total current assets
30,439
29,752
Property, plant and equipment, net
5,397
5,061
Right-of-use lease asset
238
9
Intangible assets, net
40
40
Deferred income tax asset
1,650
1,623
Other assets
1
3
Total assets
$
37,765
$
36,488
Liabilities:
Total current liabilities
4,573
5,216
Non-current liabilities
41
—
Total liabilities
4,614
5,216
Total stockholders’ equity
33,151
31,272
Total liabilities and stockholders’ equity
$
37,765
$
36,488
Non-GAAP Financial Measures
Throughout this press release, including the results from operations, the Company presents its financial condition and results of operations in the way it believes will be most meaningful and representative of its business results. Some of the measurements the Company uses are “Non-GAAP financial measures” under SEC rules and regulations. The non-GAAP financial measures the Company presents are listed below and may not be comparable to similarly-named measures reported by other companies. the reconciliations of such measures to the most comparable GAAP measures in accordance with Regulation G are included within the relevant tables attached to this press release. The presentation of this additional information is not meant to be considered in isolation or as a substitute for net earnings or diluted earnings per share prepared in accordance with GAAP.
The Company uses the following operating performance measure because the Company believes it provides both management and investors with a more complete understanding of the underlying operational results and trends and our marketplace performance:
Adjusted EBITDA is derived by excluding the items set forth below from Income before income taxes. Excluded items include the following:
Interest incomeInterest expenseDepreciationAmortizationNon-cash stock-based compensationOther discrete items that might have a significant impact on comparable GAAP measures and could distort the evaluation of our normal operating performance
Reconciliation of GAAP Income Before Income Taxes to Non-GAAP Adjusted EBITDA
Three Months Ended March 31,
(in thousands, except share data)
2025
2024
Income before income taxes
$
2,114
$
1,863
Adjustments:
Interest income
(111)
(32)
Depreciation
250
219
Amortization
—
5
Total adjustments
139
192
EBITDA
2,253
2,055
Non-cash stock compensation
249
207
Adjusted EBITDA
$
2,502
$
2,262
The following table is a reconciliation of Adjusted EBITDA to Income before income taxes:
2022
2023
2024
2025
(in thousands)
Q1
Q2
Q3
Q4
Q1
Q2
Q3
Q4
Q1
Q2
Q3
Q4
Q1
Income before income taxes
$
794
$
592
$
614
$
595
$
719
$
1,582
$
2,046
$
53
$
1,863
$
2,146
$
3,008
$
2,758
$
2,114
Adjustments:
Interest expense (income)
3
2
1
5
2
5
(1)
(13)
(32)
(44)
(63)
(104)
(111)
Depreciation
148
165
173
185
195
190
192
220
219
220
278
251
250
Amortization
13
14
13
14
13
14
13
13
5
—
—
—
—
Total adjustments
164
181
187
204
210
209
204
220
192
176
215
147
139
EBITDA
958
773
801
799
929
1,791
2,250
273
2,055
2,322
3,223
2,905
2,253
Non-cash stock compensation
219
68
75
96
71
140
86
2,124
207
201
77
151
249
Excess Spin-off costs
—
—
—
219
28
—
—
—
—
—
—
—
—
Adjusted EBITDA
$
1,177
$
841
$
876
$
1,114
$
1,028
$
1,931
$
2,336
$
2,397
$
2,262
$
2,523
$
3,300
$
3,056
$
2,502
Adjusted EBITDA margin
15.3
%
11.9
%
10.4
%
12.8
%
11.0
%
19.0
%
21.5
%
22.3
%
20.2
%
21.4
%
25.0
%
23.9
%
19.7
%
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SOURCE Mtron
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FF EAI Robotics Ecosystem Inc. (NASDAQ: FFR) (renamed from AIxCrypto Holdings, Inc. and AIXC, effective September 30, 2026) is a U.S.-based Embodied AI (EAI) robotics company that is in the process of acquiring the FF EAI Robotics business. Upon completion of the acquisition, the Company will focus on the research and development, manufacturing, commercialization, and deployment of intelligent robotic technologies, products, and industry solutions.
The Company is committed to building a “Four-Core Full-Stack” AI ecosystem covering the full lifecycle of robotics, consisting of EAI Brain & Developer Platform, EAI Devices, Industry Productivity Solutions, and EAI Data Factory. Guided by the technology and product philosophy of “One Brain, Multi-forms, Multi-capabilities,” the Company aims to empower humanoid, biomimetic, and other robotic form factors through a unified EAI Brain, while continuously expanding their multi-task and multi-scenario capabilities. The ecosystem is designed to support the full robotics lifecycle, including R&D, deployment, data collection and training, operations, and commercial applications.
The FF EAI Robotics business has already achieved commercial deliveries of humanoid and biomimetic robotic products. Through its multi-form-factor robotic products, EAI technology platform, closed-loop data capabilities, and industry solutions, the business continues to advance the scaled adoption of robotics across real-world applications. The Company also operates RoboShare, a robot-sharing and services platform designed to connect robotic assets, service capabilities, customer demand, and ecosystem partners, further strengthening its robotics commercialization and service ecosystem.
For more information, visit www.ff.com.
ABOUT FARADAY FUTURE
Founded in 2014, Faraday Future (FF) is a U.S.-based Physical AI ecosystem company dedicated to reshaping the future of robotics and mobility solutions through AI innovation and technologies. FF focuses on two major product strategies within the Embodied AI (EAI) robotics business: EAI humanoid and bionic robots, and EAI automotive-focused robots. By building a “Four-Core Full-Stack AI” ecosystem of EAI Brain and Developer Platform, EAI Devices, Industry Productivity Solutions and EAI Data Factory, FF aims to create an evolutionary flywheel: scaled device delivery, data collection and training, continuous evolution of the EAI Brain, stronger product capability, and even larger-scale delivery and deployment. Through this flywheel, FF seeks to maximize its commercial value and lead to the advancement of Physical AI. For more information, please visit Faraday Future’s official website: https://www.ff.com/
FFR Forward-Looking Statements
This communication, including any presentation, press release, investor materials or other document of which it forms a part (this “Communication”), contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, as amended, and other securities laws, regarding FF EAI Robotics Ecosystem Inc. (“FFR,” the “Company,” “us,” “our,” or “we”) and our industry. All statements, whether written or oral, other than statements of historical fact, including any financial projections and any statements regarding future events, our strategy, our transition to robotics operations, our plans for RoboShare, our digital asset disposition plans, the proposed acquisition of the FF EAI Robotics business, the projections referenced in this communication, our name and ticker change, any related financing, and the anticipated benefits and timing of the foregoing, our objectives, expectations, or anticipated actions or results, are forward-looking statements. You can often identify forward-looking statements by words such as “may,” “might,” “will,” “shall,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “targets,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “potential,” “goal,” “objective,” “seeks,” “likely,” or “continue,” or the negative of these terms or other similar expressions; the absence of these words does not mean a statement is not forward-looking. These statements reflect our current expectations and projections about future events as of the date of this Communication and are necessarily based on estimates and assumptions that, while considered reasonable by management, are inherently uncertain. FFR can give no assurance that such forward-looking statements or financial projections will prove to be correct.
Actual results may differ materially from those expressed or implied by these forward-looking statements as a result of numerous risks and uncertainties, both general and specific, including, but not limited to:
The proposed acquisition transaction and PIPE. The definitive agreements may be terminated in accordance with their terms, and the proposed transactions may not be completed on the terms described or at all; the conditions to closing, including the completion of FFAI’s internal restructuring of the robotics business, the execution of key employee agreements and other customary conditions, and the parties’ ability to satisfy them; the risk that the stockholder approval required under Nasdaq listing rules for the conversion of the preferred stock issued as consideration is not obtained or is delayed, and the effect of the conversion restrictions and the information statement process on the timing of conversion; the timing of the transaction and the costs of pursuing it; the issuance of a substantial number of shares as consideration and the resulting dilution to existing stockholders; the fact that the counterparty is our controlling stockholder, that it will hold a substantial majority of our outstanding shares following closing, that certain members of management serve both companies, and the conflicts of interest inherent in the transaction; the risk that the agreed valuations do not reflect the market value of our shares or of the acquired business; our dependence on the counterparty for transition, supply and support following any closing; the scope and enforceability of the non-competition and governance arrangements; the consequences of the transaction under Nasdaq listing rules, including the possibility that Nasdaq determines that the transaction requires us to satisfy initial listing requirements in connection with a business combination, change of control or change in the nature of our business; the risk that the PIPE financing, on which the transaction is not conditioned, is not completed on the anticipated terms or at all; the risk of litigation relating to the transaction; our ability to integrate and operate the acquired business; and the risk that the acquired business performs differently than anticipated.
Projections. The projections referenced in this communication were prepared by FFAI management for the FF EAI Robotics business on a standalone basis and do not reflect our existing business, transaction-related expenses or the combined company. We have not independently verified them or adopted them as guidance. They were not prepared with a view toward public disclosure or toward compliance with the published guidelines of the Securities and Exchange Commission or the American Institute of Certified Public Accountants regarding prospective financial information, and no independent registered public accounting firm has examined, compiled or performed any procedures with respect to them, and none expresses an opinion or any other form of assurance with respect to them. The projections reflect estimates and assumptions that are inherently uncertain and subject to change, including through due diligence and the review of our special committee and its financial advisor. Actual results are likely to differ, and may differ materially.
Liquidity, capital and going concern. Our limited cash and liquidity position and our history of operating losses and negative operating cash flow; substantial doubt regarding our ability to continue as a going concern, as described in our periodic reports; our need to obtain additional financing on acceptable terms or at all, and the substantial dilution to existing stockholders that additional financing may cause, including any financing completed in connection with the proposed transaction, which may not be completed or may be on less favorable terms than anticipated; our ability to fund operations pending and following the disposition of our digital asset positions; and our ability to satisfy the continued listing requirements of The Nasdaq Stock Market, including stockholders’ equity, minimum bid price and other applicable standards.
Our strategic transition and the disposition of digital assets. Risks associated with a fundamental shift in our business strategy and the redeployment of resources from a digital asset treasury strategy to robotics operations; our ability to execute the disposition of our digital asset positions in an orderly manner and on acceptable terms; the risk that amounts realized on disposition are materially less than carrying value as a result of price volatility, market depth, execution timing, custody or transfer constraints, or other limitations; tax, accounting and regulatory consequences of the dispositions; the continued volatility and regulatory uncertainty associated with digital assets and cryptocurrencies during the wind-down period; the concentration of a substantial portion of our assets in a single equity investment, including an investment in a related party, and the illiquidity, valuation uncertainty, holding-period and transfer restrictions associated with that investment; and risks arising from our relationships and agreements with related parties and significant stockholders.
Our robotics operations business. Our limited operating history in robotics operations and commercialization and the absence of a meaningful revenue history; the early stage of RoboShare and the risk that customer demand, repeat demand, pricing, utilization or unit economics do not develop as anticipated; our dependence on a small number of customers, on a single initial geographic market, and on individual events or engagements, and the risk that the loss of, or a change in the terms of, any such relationship has a disproportionate effect; our dependence on third-party robot owners, operators, suppliers, original equipment manufacturers and local partners, and on their willingness to make robots available on our platform; risks relating to the availability, cost, quality, maintenance, transport, insurance and technological obsolescence of robots and related equipment, and to supply chains, tariffs and trade measures affecting them; and our ability to expand into additional markets and to attract and retain participants on both sides of our marketplace.
Operations, safety and liability. Risks of property damage, personal injury or death arising from the operation of humanoid robots, quadrupeds and other autonomous or semi-autonomous machines in proximity to performers, employees, guests and the public, including at live events and in uncontrolled environments; product liability, premises liability, negligence and related claims and the adequacy, scope, availability and cost of our insurance coverage and of contractual indemnities from customers, owners and suppliers; the allocation of responsibility among us, robot owners, venues, event producers and customers; permitting, licensing, occupational safety and event-specific regulatory requirements; and the reputational consequences of any safety incident.
Technology, data and intellectual property. Systems, network, telecommunications or service disruptions, failures, defects or cyber-attacks; the performance, reliability and autonomy limitations of robotic systems and of the software, models and networks that support them; our collection, use, storage, transmission and protection of personal information, including images and any biometric or biometric-adjacent data captured in the course of robot deployments, and evolving privacy, biometric and artificial intelligence laws and regulations across the jurisdictions in which we operate or intend to operate; our ability to obtain, maintain, protect and enforce our intellectual property rights and to defend against third-party claims of infringement or misappropriation; and our reliance on third-party technology, platforms and licenses.
Legal, regulatory and general. The regulated industries and jurisdictions in which we operate; current or future laws or regulations and new interpretations of existing laws or regulations, including those applicable to digital assets, robotics, autonomous systems, consumer protection, advertising and endorsements; the risk that our marketplace arrangements, or the manner in which they are described, are characterized differently than we intend by regulators or courts; the failure of counterparties to perform their contractual obligations; litigation, regulatory inquiries, investigations and enforcement actions, and their costs and outcomes; business, economic, market and capital-market conditions; competition in our industry; changes in market demand for, and the pricing of, our products and services; our ability to define, design and release new products and services in a timely manner that meet customer needs; our ability to attract, retain and motivate qualified personnel, including key management; our ability to manage our growth and our transition; and our ability to maintain effective internal control over financial reporting and disclosure controls and procedures.
This list of factors is not exhaustive. Additional risks and uncertainties are described more fully in our filings with the U.S. Securities and Exchange Commission (the “SEC”), including our Annual Report on Form 10-K for the year ended December 31, 2025, our Quarterly Reports on Form 10-Q, and our subsequent filings, which are available on the SEC’s website at www.sec.gov. Investors are urged to review the liquidity, capital resources and going concern disclosures contained in those reports.
The forward-looking statements in this Communication speak only as of the date hereof. Except as required by law, neither FFR nor any other person undertakes any obligation to update or revise any forward-looking statement or financial projection set out herein, whether as a result of new information, future events or otherwise. This Communication is provided for informational purposes only, does not constitute an offer to sell or the solicitation of an offer to buy any security, and does not constitute investment, tax or legal advice or any investment recommendation, and does not take into account the investment objectives or financial situation of any person. FFR reserves the right to amend or replace the information contained herein, in whole or in part, at any time, and undertakes no obligation to notify any recipient thereof. Readers are cautioned not to place undue reliance on these forward-looking statements. This caution is made under, and these forward-looking statements are intended to be covered by, the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995.
FFAI FORWARD LOOKING STATEMENTS
Important factors that may affect actual results or outcomes include, among others: the Company’s ability to continue as a going concern and improve its liquidity and financial position; the Company’s ability to pay its outstanding obligations, which it currently lacks; the availability of sufficient share capital to meet its current obligations and execute on its strategy; the willingness of convertible debt investors to fund the Company; demand for the Company’s robotics products; competition in the robotics industry, which includes companies with far superior experience, funding and name recognition; the ability of the Company to build an EAI education ecosystem that serves both the B2C consumer market and the B2B institutional education market; the acceptance by teachers and students of the Company’s robotics products in the education market; the ability of the Company to expand into additional markets for its robotics products; the Company’s reliance on a single OEM for most of its robotics products; the Company’s reliance on Chinese OEMs for all of its robotics products; the possibility of the federal government banning imports of Chinese robotics products; the Company’s ability to get the planned robotics products to comply with all applicable U.S. rules and regulations; the ability of the robotics OEM to timely supply robotics to the Company; tariff uncertainty for imported products, particularly from China; the ability of the Company to close its transaction with FF EAI Robotics Ecosystem Inc. (FFR) for the sale of its robotics business; demand from automobile dealers for robotics products; the Company’s ability to homologate FX vehicles for sale; the Company’s ability to secure the necessary funding to execute on the FX strategy, which is substantial; the Company’s ability to secure an occupancy certificate covering all of its Hanford facility; the Company’s ability to remediate its material weaknesses in internal control over financial reporting and the risks related to the restatement of previously issued consolidated financial statements; the Company’s limited operating history and the significant barriers to growth it faces; the Company’s history of substantial losses and expectation of continued losses; the success of the Company’s payroll expense reduction plan; the Company’s ability to execute on its plans to develop and market its vehicles and the timing of these development programs; the Company’s ability to execute on its plans to enter the robotaxi and cybercab industries; the Company’s estimates of the size of the markets for its vehicles and cost to bring those vehicles to market; the rate and degree of market acceptance of the Company’s vehicles; the Company’s ability to cover future warranty claims; the success of other competing manufacturers; the performance and security of the Company’s vehicles; current and potential litigation involving the Company; the Company’s ability to receive funds from, satisfy the conditions precedent of and close on the various financings described elsewhere by the Company; the result of future financing efforts, the failure of any of which could result in the Company seeking protection under the Bankruptcy Code; the Company’s indebtedness; the Company’s ability to use its “at-the-market” program; insurance coverage; general economic and market conditions impacting demand for the Company’s products; potential negative impacts of a reverse stock split; potential cost, headcount and salary reduction actions may not be sufficient or may not achieve their expected results; circumstances outside of the Company’s control, such as natural disasters, climate change, health epidemics and pandemics, terrorist attacks, and civil unrest; risks related to the Company’s operations in China; the success of the Company’s remedial measures taken in response to the Special Committee findings; the Company’s dependence on its suppliers and contract manufacturer; the Company’s ability to develop and protect its technologies; the Company’s ability to protect against cybersecurity risks; and the ability of the Company to attract and retain employees, any adverse developments in existing legal proceedings or the initiation of new legal proceedings; the volatility of the Company’s stock price; the ability of the Company to maintain its stock price above $1.00; and the ability of the Company to maintain compliance with Nasdaq regulations for continued listing. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of the Company’s Form 10-Q for the quarter ended June 30, 2026, filed with the SEC on August 13, 2026; the quarter ended March 31, 2026, filed with the SEC on May 14, 2026; and Form 10-K filed with the SEC on March 31, 2026, and other documents filed by the Company from time to time with the SEC.
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SOURCE FF EAI Robotics Ecosystem Inc.
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