Fast Radius, Inc. (Form: 8-K, Received: 11/08/2022 06:07:04)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 04, 2022

Fast Radius, Inc.

(Exact name of Registrant as Specified in Its Charter)


Delaware	001-40032	85-3692788
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

113 N. May Street
Chicago, Illinois		60607
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (312) 319-1060

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $0.0001 per share	FSRD	The NASDAQ Stock Market LLC
Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $11.50 per share	FSRDW	The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.03 Bankruptcy or Receivership.

On November 7, 2022, Fast Radius, Inc., a Delaware corporation (“Fast Radius” or the “Company”), together with its wholly-owned subsidiaries (the “Debtors”), filed voluntary petitions (collectively, the “Bankruptcy Petitions”) for bankruptcy protection under Chapter 11 of Title 11 of the United States Bankruptcy Code. The filing was made in the United States Bankruptcy Court for the District of Delaware (the “Court”). Joint administration has been sought under the caption In re Fast Radius, Inc., et al., Case No. 22-11051.

The Debtors will continue their operations in the ordinary course of business as debtors-in-possession and pursue a structured sale of their assets pursuant to a competitive bidding and auction process. The Debtors have filed a variety of “first day” motions seeking approval from the Court for various forms of customary relief. including authority to: (a) continue using their existing cash management system, (b) pay prepetition wages, compensation and employee benefits, (c) use cash collateral, (d) maintain existing insurance policies and pay related obligations, (e) pay certain prepetition taxes, (f) provide adequate assurance of payment to their utility providers, and (g) pay prepetition claims of certain critical vendors.

Item 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.

The filing of the Bankruptcy Petitions constitutes an event of default that accelerated the obligations of the Company and certain of its subsidiaries under each of that certain (i) Loan and Security Agreement, dated as of December 29, 2020 (as amended or otherwise modified prior to the date hereof, the “SVB Credit Agreement”), by and between Fast Radius Operations, Inc., a Delaware corporation and wholly-owned subsidiary of the Company (“Fast Radius Operations”), and Silicon Valley Bank and (ii) Loan and Security Agreement, dated as of September 10, 2021 (as amended or otherwise modified prior to the date hereof, the “SVB Capital Credit Agreement” and, together with the SVB Credit Agreement, the “Credit Agreements”), by and between Fast Radius Operations and SVB Innovation Credit Fund VIII, L.P.

The Credit Agreements provide that as a result of the filing of the Bankruptcy Petitions, the principal, accrued interest due thereunder and all other fees and expenses required to be paid pursuant to the terms thereof shall be immediately due and payable. Any efforts to enforce such payment obligations under the Credit Agreements are automatically stayed as a result of the filing of the Bankruptcy Petitions, and the creditors’ rights of enforcement in respect of the Credit Agreements are subject to the applicable provisions of the Bankruptcy Code.

Item 2.05 Costs Associated with Exit or Disposal Activities.

On November 3, 2022, the Company’s board of directors (the “Board”) approved a reduction in force of approximately 20% of the Company’s workforce in order to reduce the Company’s operating expenses. The reduction in force is part of the Company’s restructuring efforts. The Company expects the reduction in force to be substantially complete in November 2022. In connection with the reduction in force, the Company incurred approximately $200,000 in expenses, substantially all of which are related to employee severance and other termination benefits. The Company expects to recognize substantially all of these charges in the third quarter of 2022.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

As part of a retention program approved by the Board, on November 4, 2022, the Company entered into a Retention Agreement (collectively, the “Retention Agreements”) with each of Lou Rassey, the Company’s Chief Executive Officer, Pat McCusker, the Company’s President and Interim Chief Financial Officer, and John Nanry, the Company’s Chief Operating Officer.

The Retention Agreements provide for a lump sum cash payment on November 7, 2022 equal to approximately four weeks’ salary or $41,667, $31,250, and $29,167, less applicable tax withholdings and deductions, to Messrs. Rassey, McCusker and Nanry, respectively (each, a “Retention Payment”), provided that, each officer must remain continuously employed with the Company through the earlier of (A) February 1, 2023, (B) the earlier of (i) ninety days following the consummation of a sale of all or substantially all of the Company’s equity or assets and (ii) March 14, 2023, or (C) the date on which the officer ceases to be employed by the Company due to a Qualifying Termination (as defined below). If an officer’s employment terminates for any reason other than a Qualifying Termination, the officer will not earn any portion of the Retention Payment and must repay the entire amount of the Retention Payment (net of tax withholdings) to the Company no later than thirty days following the date on which such officer’s employment is terminated. A “Qualifying Termination” for purposes of the Retention Agreements means a termination of the officer’s employment with the Company that results from (x) a termination initiated by the Company without cause, (y) the officer’s resignation for good reason, or (z) the officer’s death or disability.

The foregoing description of the Retention Agreements does not purport to be complete and is qualified in its entirety by the terms and conditions of the Retention Agreements, a form of which is filed as Exhibit 10.1 hereto and incorporated by reference herein.

Item 7.01 Bankruptcy or Receivership.

On November 8, 2022, the Company issued a press release announcing the filing of the Bankruptcy Petitions. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information in this Item 7.01 and in Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities under that section, and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filings.

Item 8.01 Other Events.

Cautionary Statements Regarding Trading in Fast Radius’ Securities

Fast Radius anticipates that its common stock and warrants will be delisted from the Nasdaq Stock Exchange and will be eligible to be quoted on either the OTC Bulletin Board or Pink Sheets. No assurance, however, can be made that trading in the Com Fast Radius’ common stock and warrants on the OTC Bulletin Board or "Pink Sheets” will commence or be maintained. Fast Radius’ securityholders are cautioned that trading in Fast Radius’ securities during the pendency of the Chapter 11 case will be highly speculative and will pose substantial risks. Trading prices for Fast Radius’ securities may bear little or no relationship to the actual recovery, if any, by holders thereof in Fast Radius’ Chapter 11 case. Assuming Fast Radius is able to successfully complete the auction process, Fast Radius anticipates that it will deregister its common stock and warrants under the Exchange Act. Accordingly, Fast Radius urges extreme caution with respect to existing and future investments in its securities.

Cautionary Note Regarding Forward-Looking Statements

This current report on Form 8-K contains certain forward-looking statements within the meaning of the federal securities laws. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “scales,” “representative of,” “valuation,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this current report on Form 8-K, including but not limited to: (i) the Company’s ability to obtain timely approval of the Bankruptcy Court with respect to motions filed in the Chapter 11 proceedings; (ii) objections to the pleadings filed that could protract the Chapter 11 proceedings; (iii) the Bankruptcy Court’s rulings in the Chapter 11 proceedings, including the outcome of the Chapter 11 proceedings generally; (iv) the Company’s ability to obtain a timely sale of all of its assets or approval of a plan of reorganization; (v) the length of time that the Company will operate under Chapter 11 protection and the continued availability of operating capital during the pendency of the Chapter 11 proceedings; (vi) the Company’s ability to continue to operate its business during the pendency of the Chapter 11 proceedings; (vii) employee attrition and the Company’s ability to retain senior management and other key personnel due to the distractions and uncertainties; (viii) the effectiveness of the overall restructuring activities pursuant to the Chapter 11 proceedings and any additional strategies the Company may employ to address its liquidity and capital resources; (ix) the actions and decisions of creditors and other third parties that have an interest in the Chapter 11 proceedings; (x) increased legal and other professional costs necessary to execute the Company’s restructuring; (xi) the Company’s ability to maintain relationships with suppliers, customers, employees and other third parties and regulatory authorities as a result of the Chapter 11 proceedings; (xii) the trading price and volatility of the Company’s common stock and warrants and the effects of the expected delisting from The Nasdaq Stock Market; (xiii) litigation and other risks inherent in a bankruptcy process; (xiv) the impact of uncertainty regarding the Company’s ability to continue as a going concern on our liquidity and prospects; and (xv) risks related to our ability to secure working capital. The foregoing list of factors is not exhaustive. Additionally, the Chapter 11 proceedings may result in holders of the Company’s securities receiving no value for their interests. Because of such a possibility, the value of these securities is highly speculative and may pose substantial risks. Trading prices for the Company’s securities may bear little or no relationship to the actual recovery, if any, by holders thereof in the Chapter 11 proceedings. Accordingly, the Company urges extreme caution with respect to existing and future investments in its securities. You should carefully consider the foregoing factors and the other risks and uncertainties more fully described in Fast Radius’ filings with the Securities and Exchange Commission, including its Form 10-K for the year ended December 31, 2021 and Forms 10-Q for the quarters ended March 31, 2022 and June 30, 2022 and other periodic reports. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Fast Radius assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. Fast Radius does not give any assurance that it will achieve its expectations.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.


Exhibit No.		Description
10.1		Form of Retention Agreement
99.1		Press Release, dated November 7, 2022
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


			Fast Radius, Inc.

Date:	November 8, 2022	By:	/s/ Lou Rassey
			Lou Rassey Chief Executive Officer

Exhibit 10.1

FAST RADIUS, INC.

RETENTION AGREEMENT

November 4, 2022

Dear [Employee Name]:

I want to thank you for your continued service to Fast Radius, Inc. (the “Company”). Your contributions to the Company are greatly appreciated.

In recognition of your services and value to the Company, we are pleased to offer you the opportunity to receive and earn a special one-time retention payment (the “Retention Payment”) with the terms described below.

Your eligibility to earn the Retention Payment is contingent on you agreeing to the terms and conditions contained in this letter agreement (the “Agreement”) no later than November 6, 2022. If you do not sign and return a copy of this Agreement to me on or prior to November 6, 2022, then this Agreement will be null and void. To be clear, nothing in this Agreement affects your continued at-will employment relationship with the Company.

Certain capitalized terms used herein have the meanings set forth on Appendix A to this Agreement.

The Retention Payment will be equal to $[____]. The Retention Payment will be paid to you as an unearned advance cash lump sum payment on November 7, 2022 pursuant to the Company’s payroll procedures and less applicable tax withholdings and deductions.

In order to earn the Retention Payment, you must remain continuously employed with the Company through the earlier of the following dates following the date hereof:

▪

February 1, 2023 (“Scheduled Retention Date”),

▪

Strategic Transaction Retention Date, or

▪

Qualifying Termination Date.

If your employment terminates for any reason other than a Qualifying Termination prior to your Scheduled Retention Date, you will not earn any portion of the Retention Payment and you must repay the entire amount of the Retention Payment (net of tax withholdings) to the Company no later than thirty (30) days following the date of your termination of employment.

The Retention Payment is intended to be exempt from Internal Revenue Code Section 409A under the short-term deferral exception and will be interpreted in that manner.

This Agreement constitutes the entire agreement between you and the Company with respect to the Retention Payment and supersedes any and all prior agreements and understandings between you and the Company with respect to the Retention Payment, whether written or oral.

This Agreement cannot be modified or amended unless in a signed agreement

between you and an authorized signatory of the Company.

This Agreement will be governed by, and construed under and in accordance with, the internal laws of the State of Delaware, without reference to rules related to conflicts of laws.

If you agree to the terms of this Agreement, please sign and date as indicated below and return a signed copy of this agreement to me no later than November 6, 2022.

FAST RADIUS, INC.

By: /s/ John Nanry
Name: John Nanry
Title: Chief Operating Officer

My signature below and delivery to the Company confirms my agreement to the terms of this Agreement.

[Employee Name]

Dated: _________________________

Signature: ______________________

APPENDIX A

DEFINITIONS

(a)

“Board” means the Board of Directors of the Company or any duly authorized committee of the Board of Directors to which the Board of Directors has delegated its authority to administer this Agreement.

(b)

“Cause” means the occurrence of any of the following events: (i) your theft, dishonesty, willful misconduct, breach of fiduciary duty for personal profit, or falsification of any Participating Company documents or records; (ii) your material failure to abide by a Participating Company's code of conduct or other policies (including, without limitation, policies relating to confidentiality and reasonable workplace conduct); (iii) your unauthorized use, misappropriation, destruction or diversion of any tangible or intangible asset or corporate opportunity of a Participating Company (including, without limitation, your improper use or disclosure of a Participating Company's confidential or proprietary information); (iv) any intentional act by you which has a material detrimental effect on a Participating Company's reputation or business; (v) your repeated failure or inability to perform any reasonable assigned duties after written notice from a Participating Company of, and a reasonable opportunity to cure, such failure or inability; (vi) any material breach by you of any employment, service, non-disclosure, non-competition, non-solicitation or other similar agreement between you and a Participating Company, which breach is not cured pursuant to the terms of such agreement (except with respect to a disclosure protected by applicable law); or (vii) your conviction (including any plea of guilty or nolo contendere) of any criminal act involving fraud, dishonesty, misappropriation or moral turpitude, or which impairs your ability to perform his or her duties with a Participating Company.

(c)

“Change of Control” means (i) any consolidation or merger of the Company with or into any other corporation or other entity or person, or any other corporate reorganization, other than any such consolidation, merger or reorganization in which the stockholders of the Company immediately prior to such consolidation, merger or reorganization, continue to hold a majority of the voting power of the surviving entity (or, if the surviving entity is a wholly owned subsidiary, its parent) immediately after such consolidation, merger or reorganization; (ii) any transaction or series of related transactions to which the Company is a party in which in excess of 50% of the Company’s voting power is transferred; provided that the foregoing shall not include any transaction or series of transactions principally for bona fide equity financing purposes in which cash is received by the Company or indebtedness of the Company is cancelled or converted or a combination thereof; or (iii) a sale, lease, exclusive license or other disposition of all or substantially all of the assets of the Company.

(d)

“Closing” means the closing of a Strategic Transaction.

(e)

“Code” means the Internal Revenue Code of 1986, as amended, as well as any applicable regulations and guidance thereunder.

(f)

“Disability” means your inability to perform satisfactorily all of your usual services for the Company or a Participating Company because you have become permanently disabled within the meaning of any policy of disability income insurance covering employees of the Company then in force. In the event the Company has no policy of disability income insurance covering employees of the Company or the Participating Company in force when you become disabled, then such term shall mean your permanent and total disability within the meaning of Section 22(e)(3) of the Code.

(g)

“Good Reason” means for your resignation from employment with the Company means the occurrence of any of the following actions are taken by the Company without your prior written consent: (i) a material reduction in your base salary, which the parties agree is a reduction of at least 10% (unless pursuant to a compensation reduction program applicable generally to the Company’s similarly situated employees); or (ii) relocation of your principal place of employment to a place that increases your one-way commute by more than 50 miles as compared to your then-current principal place of employment immediately prior to such relocation; provided that this clause (ii) shall be inapplicable to your if you are designated as a “remote” employee and you continue as a remote employee following any change in business location of the Company and if your status is changed from a specific location to a “remote” designation. In order to resign for Good Reason, you must provide written notice to the Company’s General Counsel within 30 days after the first occurrence of the event giving rise to Good Reason setting forth the basis for your resignation, allow the Company at least 30 days from receipt of such written notice to cure such event, and if such event is not reasonably cured within such period, you must resign from all positions with the Company not later than 30 days after the expiration of the cure period.

(h)

“Participating Company” means the Company or any parent corporation, subsidiary corporation or affiliate of the Company, including any Successor.

(i)

“Qualifying Termination” means a termination of your employment with the Company or a Participating Company that results from: (i) a termination initiated by the Company or Participating Company without Cause, (ii) your resignation for Good Reason, (iii) your death or Disability. If your employment is transferred from the Company to a Participating Company or vice versa without any changes to the terms of your employment that would give rise to your right to resign for Good Reason, such transfer of employment is not a Qualifying Termination. Whether or not your employment has terminated due to a Qualifying Termination will be determined by the Board and its determination will be final and binding.

(j)

“Qualifying Termination Date” means the date you ceased to be employed by the Company or a Participating Company due to a Qualifying Termination.

(k)

“Strategic Transaction” shall mean: (i) a refinancing of the Company’s secured debt facility or (ii) a Change of Control. Once a Strategic Transaction has occurred, no future event shall constitute a Strategic Transaction for purposes of this Agreement.

(l)

“Strategic Transaction Retention Date” means, in each instance with regard to the Closing of a Strategic Transaction, the earlier of (i) the 90th day following such Closing, and (ii) March 14, 2023.

(m)

“Successor” means any surviving entity resulting from a Change of Control and any other person or entity who is a successor by merger, acquisition, consolidation or otherwise to the obligations or the business formerly carried on by the Company.

Exhibit 99.1

Fast Radius Commences Chapter 11 to Complete its Marketing and Sale Process

Fast Radius to continue operating and serving customers in the normal course

Chicago, IL — November 7, 2022 — Fast Radius, Inc. (Nasdaq: FSRD) (“Fast Radius'' or the “Company”) announced today that it is launching an in-court process to effectuate one or more strategic transactions and has filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code in the District of Delaware.

The Company has requested that the court establish certain sale and marketing procedures, which include a proposed bid deadline of December 5, 2022. The Company is in active discussions with one or more potential partners and continues to explore and evaluate strategic alternatives.

“Fast Radius has invested over $200 million creating a first-of-its-kind Cloud Manufacturing Platform. Like cloud computing, we provide a platform of software tools and manufacturing solutions to help engineers design and make commercial grade parts for a $360 billion market. We have served over 2,000 manufacturing customers and 23,000 software users since 2020,” said Lou Rassey, CEO and Co-Founder of Fast Radius. “We thank our suppliers and partners for their continued support through this process. We also thank our team members for their continued commitment and dedication to serving our customers.”

Fast Radius will continue to operate its business as a “debtor-in-possession” under the jurisdiction of the bankruptcy court and in accordance with the applicable provisions of the U.S. Bankruptcy Code. The Company has filed customary motions requesting that the court authorize the Company’s ability to use cash on hand and operating cash flows to support its continued operation throughout this process, including payment of employee wages and benefits without interruption. The Company intends to pay suppliers and vendors in full under normal terms for goods and services provided on or after the filing date. Fast Radius expects to operate without interruption, including providing customers with the same high-quality products and services they expect and continued partnerships with its valued suppliers.

“Every year since our founding, Fast Radius has grown our revenue, expanded our customer base, and extended our service offerings. However, recent headwinds in the capital markets have inhibited our ability to adequately put in place the capital structure needed,” shared Rassey. "Our Board has deemed this filing an appropriate next step. We continue to have conviction on the importance of innovation in manufacturing and the potential for our Cloud Manufacturing Platform."

Court filings and other information related to the proceedings are available on a separate website administered by the Company's noticing agent, Stretto, at https://cases.stretto.com/fastradius or by calling Stretto representatives toll-free at 1-877-361-4291 or 1-714-384-7055 for calls originating outside of the U.S.

DLA Piper LLP (US) is serving as legal advisor to the Company, Lincoln International is serving as its investment banker, and Alvarez & Marsal is serving as its financial advisor. Interested parties may contact Lincoln International for additional information at fastradiusinfo@lincolninternational.com.

The Company anticipates that its common stock and warrants will be delisted from the Nasdaq Stock Exchange and will be eligible to be quoted on either the OTC Bulletin Board or Pink Sheets. No assurance, however, can be made that trading in the Company's common stock and warrants on the OTC Bulletin Board or "Pink Sheets” will commence or be maintained.

In light of the bankruptcy filing, the Company will not conduct its Q3 2022 quarterly earnings call.

ABOUT FAST RADIUS

Fast Radius, Inc. is a cloud manufacturing and digital supply chain company. The Fast Radius Cloud Manufacturing Platform™ provides software applications and manufacturing solutions that help engineers design, make, and fulfill commercial-grade parts, when and where they are needed. This enables companies to manufacture and ship parts easily, flexibly, and sustainably. Founded in 2017, Fast Radius, Inc. is headquartered in Chicago with offices in Atlanta, Louisville, and Singapore, and microfactories in Chicago and at the UPS Worldport facility in Louisville, KY. To learn more about Fast Radius and how its digital manufacturing capabilities are helping companies, please visit Fast Radius.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This press release contains certain forward-looking statements within the meaning of the federal securities laws. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “scales,” “representative of,” “valuation,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to: (i) the Company’s ability to obtain timely approval of the Bankruptcy Court with respect to motions filed in the Chapter 11 proceedings; (ii) objections to the pleadings filed that could protract the Chapter 11 proceedings; (iii) the Bankruptcy Court’s rulings in the Chapter 11 proceedings, including the outcome of the Chapter 11 proceedings generally; (iv) the Company’s ability to obtain a timely sale of all of its assets or approval of a plan of reorganization; (v) the length of time that the Company will operate under Chapter 11 protection and the continued availability of operating capital during the pendency of the Chapter 11 proceedings; (vi) the Company’s ability to continue to operate its business during the pendency of the Chapter 11 proceedings; (vii) employee attrition and the Company’s ability to retain senior management and other key personnel due to the distractions and uncertainties; (viii) the effectiveness of the overall restructuring activities pursuant to the

Chapter 11 proceedings and any additional strategies the Company may employ to address its liquidity and capital resources; (ix) the actions and decisions of creditors and other third parties that have an interest in the Chapter 11 proceedings; (x) increased legal and other professional costs necessary to execute the Company’s restructuring; (xi) the Company’s ability to maintain relationships with suppliers, customers, employees and other third parties and regulatory authorities as a result of the Chapter 11 proceedings; (xii) the trading price and volatility of the Company’s common stock and warrants and the effects of the expected delisting from The Nasdaq Stock Market; (xiii) litigation and other risks inherent in a bankruptcy process; (xiv) the impact of uncertainty regarding the Company’s ability to continue as a going concern on our liquidity and prospects; and (xv) risks related to our ability to secure working capital. The foregoing list of factors is not exhaustive. Additionally, the Chapter 11 proceedings may result in holders of the Company’s securities receiving no value for their interests. Because of such a possibility, the value of these securities is highly speculative and may pose substantial risks. Trading prices for the Company’s securities may bear little or no relationship to the actual recovery, if any, by holders thereof in the Chapter 11 proceedings. Accordingly, the Company urges extreme caution with respect to existing and future investments in its securities.

You should carefully consider the foregoing factors and the other risks and uncertainties more fully described in Fast Radius’ filings with the Securities and Exchange Commission, including its Form 10-K for the year ended December 31, 2021 and Forms 10-Q for the quarters ended March 31, 2022 and June 30, 2022 and other periodic reports. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Fast Radius assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. Fast Radius does not give any assurance that it will achieve its expectations.

CONTACT

Morgan Scott, Senior Director of Communications at Fast Radius

pr@fastradius.com