Arbe Announces Proposed Extension of Convertible Debenture Milestones

Rhea-AI Summary

Arbe (Nasdaq: ARBE) proposes, subject to bondholder approval, to extend the deadline to meet its series A convertible bond conditions to December 31, 2026 so the trustee can release proceeds held in trust. A bondholders' vote (without physical convening) is set for December 16, 2025.

Proposed updated terms include an interest rate cut from 6.5% to 4.35% effective January 1, 2026, continued convertibility at ILS 9.53 (~$2.95) per share, and potential issuance of additional bonds to increase outstanding principal to up to $20 million (current principal ~$8.5 million). The company said it does not expect to secure a potential European OEM award in the near term but continues to stand by its 2026 goals.

Positive

• Deadline extended to Dec 31, 2026 for trustee fund release
• Interest rate reduced from 6.5% to 4.35% effective Jan 1, 2026
• Conversion price fixed at ILS 9.53 (~$2.95) per share
• Company may increase series A principal to up to $20M from ~$8.5M

Negative

• Extension and new terms require bondholder approval at Dec 16, 2025 vote
• Release of trustee funds depends on three strict conditions including $3.10 share-price thresholds and 300,000 average daily volume
• Company does not expect to secure a potential European OEM strategic award in the near term

Key Figures

Interest rate (old) 6.5% Series A convertible bonds rate before proposed amendment

Interest rate (new) 4.35% Proposed series A convertible bonds rate effective Jan 1, 2026

Conversion price (ILS) ILS 9.53 Convertible bonds into ordinary shares

Conversion price (USD) $2.95 Approximate per-share USD reference in press release

Potential bond principal $20 million Maximum principal if additional bonds of same series issued

Current bond principal $8.5 million Approximate principal amount of outstanding series A bonds

Price condition $3.10 Required Nasdaq share price for 30 days and on documentation date

Volume condition 300,000 shares/day Required average combined daily trading volume over 30 days

Market Reality Check

$1.40 Last Close

Volume Volume 2,260,808 is in line with the 20-day average of 2,172,578. normal

Technical Price 1.52 is trading slightly below the 200-day MA at 1.53.

Peers on Argus

ARBE fell 6.46% while peers like BKKT (-8.68%), AISP (-4.87%), ZENA (-4.24%), HPAI (-3.57%) and REKR (-2.08%) also declined, suggesting broader weakness but without confirmed sector-wide momentum.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Nov 18	Conference participation	Neutral	-1.5%	Announcement of participation in the 14th Annual ROTH Technology Conference.
Nov 17	Earnings results	Negative	-10.3%	Reported Q3 2025 losses and modest revenue with cautious guidance metrics.
Oct 30	Earnings call notice	Neutral	-3.1%	Scheduling announcement for upcoming Q3 2025 earnings release and call.
Oct 16	Technology award win	Positive	-9.6%	Perception radar won 'Sensor Technology Solution of the Year' award.
Sep 18	Board appointment	Positive	+12.1%	Appointment of seasoned automotive executive Chris Van Dan Elzen to board.

Pattern Detected

Shares often showed weakness around neutral-to-positive news, with notable selloffs after awards and conferences, but reacted positively to a major board appointment.

Recent Company History

Over the last few months, ARBE’s news flow featured corporate events and milestones rather than major contracts. A board appointment on Sep 18, 2025 (news_id 907018) saw a 12.14% gain, while a technology award on Oct 16, 2025 (news_id 918730) coincided with a 9.6% drop, showing divergence on positive recognition. Q3 results on Nov 17, 2025 (news_id 936806) led to a 10.34% decline. Today’s convertible debenture update fits into a period where the market has been cautious despite product and visibility wins.

Market Pulse Summary

This announcement revises key parameters of ARBE’s series A convertible bonds, extending milestone deadlines to Dec 31, 2026, reducing the interest rate to 4.35%, and keeping conversion around $2.95 per share. It also outlines conditions tied to share price, trading volume, and a major OEM contract, while noting a potential increase in principal up to $20 million. Investors may watch future bondholder votes, any additional issuance, and progress toward OEM tenders and trading thresholds.

Key Terms

trustee financial

"proceeds are held by the trustee. Under the present terms"

A trustee is a person or institution legally appointed to hold and manage assets or enforce an agreement on behalf of other people (beneficiaries). Think of a trustee as a neutral referee or custodian who must act in the beneficiaries’ best interests, follow the trust or contract rules, and handle distributions, recordkeeping and enforcement. Investors care because a trustworthy trustee protects their rights, ensures promised payments or remedies are delivered, and can influence recoveries if things go wrong.

ordinary shares financial

"convertible into Arbe's ordinary shares at a conversion price"

Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.

AI-generated analysis. Not financial advice.

TEL AVIV, Israel, Dec. 8, 2025 /PRNewswire/ -- Arbe Robotics Ltd. (Nasdaq: ARBE) (TASE: ARBE) ("Arbe" or the "Company"), a global leader in perception radar solutions, today announced that, subject to approval of the bondholders, it proposes to extend to December 31, 2026 the deadline for meeting the conditions under its series A convertible bonds for the release of the proceeds raised from the issuance of the convertible bonds which proceeds are held by the trustee. Under the present terms of the bonds, if the conditions are not met by December 31, 2025, the Company will be required to effect an early redemption of those bonds which have not been converted.

Earlier today, the trustee published a notice regarding a meeting of the bondholders (without physical convening) to be held on December 16, 2025, to vote on the proposed extension and updated terms, which include a reduction of the interest rate of the bonds from 6.5% to 4.35% effective January 1, 2026. The bonds would remain convertible into Arbe's ordinary shares at a conversion price of ILS 9.53 (approximately $2.95) per share. In addition, if the amendment is approved by the bondholders, the Company is considering the issuance of additional bonds of the same series increasing the principal amount of outstanding bonds to up to $20 million. As of the date of this press release, the principal amount of outstanding bonds is approximately $8.5 million. The Company's board of directors has the discretion to determine whether to issue additional bonds and, if it approves the issuance, the amount and terms of any additional bonds which the Company may issue.

The three conditions under these series A convertible bonds for the release of the funds by the trustee are:

• The Company wins a tender or contract to supply its products as a single supplier of chips of imaging radar (directly or through one of the international Tier 1 manufacturers) to one of ten named major automobile manufacturers.
• The average closing trading price of Arbe's ordinary shares on Nasdaq is not less than $3.10 per share during 30 consecutive trading days, and the average combined trading volume on Nasdaq and TASE during such 30 trading days is at least 300,000 shares per day.
• The closing price of the Company's ordinary shares on Nasdaq on the date the Company presents to the trustee the documentation confirming the fulfillment of the abovementioned conditions precedent, is not less than $3.10.

The decision to seek an extension follows, among others, recent developments as a result of which Arbe does not expect to secure the potential strategic program award with a European OEM in the near future. The Company continues to stand by its recently announced 2026 goals.

About Arbe

Arbe (Nasdaq: ARBE) (TASE: ARBE), a global leader in ultra-high-resolution radar solutions, is driving a radar revolution. Its cutting-edge radar chipset delivers up to 100 times more detail than other radar systems, empowering automakers and radar Tier-1s to develop truly safe driving systems that scale from ADAS to hands-free, eyes-off capabilities and up to full vehicle autonomy. Arbe's technology addresses the most critical use cases by delivering real-time, 4-dimensional imaging that enables the perception stack with information such as precise mapping of drivable free space in highway and urban environments across all weather and lighting conditions. With its transformative impact across passenger, commercial, and industrial vehicle segments, as well as other advanced safety applications, Arbe is redefining the role of radar in next-generation mobility. Headquartered in Tel Aviv, Israel, the Company also operates offices in the United States, Germany, and China.

For more information, visit https://arberobotics.com/

Cautionary Note Regarding Forward-Looking Statements

This press release contains "forward-looking statements" within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, both as amended by the Private Securities Litigation Reform Act of 1995. The words "expect," "believe," "estimate," "intend," "plan," "anticipate," "may," "should," "strategy," "future," "will," "project," "potential" and similar expressions indicate forward-looking statements. 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. These risks and uncertainties include the approval by the bond holders of the amended terms of the bonds, including the extension of the date the Company must meet the conditions to the release of the funds by the trustee; whether and when the Company will meet the conditions to the release of the proceeds from the sale of the bonds which are held by the trustee, whether and when the Company secures the orders it anticipates and the extent of any orders the Company receives; the Company's ability to meet expectations with respect to its financial guidance and outlook; the timing and completion of key product and project orders and milestones; expectations regarding our collaborations and business with third parties; the effect of tariffs and trade policies of the United States, China and other countries, whether announced or implemented; the effect on the Israeli economy generally and on the Company's business resulting from the terrorism and the hostilities in Israel and with its neighboring countries including the effects of the continuing war with Hamas in Gaza and any intensification of hostilities with others, including Iran and Hezbollah, and the effect of the call-up of a significant portion of its working population, including the Company's employees; the effect of any potential boycott both of Israeli products and business and of stocks in Israeli companies; the effect of any downgrading of the Israeli economy and the effect of changes in the exchange rate between the US dollar and the Israeli shekel; and the risk and uncertainties described in "Cautionary Note Regarding Forward-Looking Statements," "Item 3. Key Information – D. Risk Factors" and "Item 5. Operating and Financial Review and Prospects" and in the Company's Annual Report on Form 20-F for the year ended December 31, 2024, which was filed with the Securities and Exchange Commission (the "SEC") on March 28, 2025, as well as other documents filed by the Company with the SEC. Accordingly, you are cautioned not to place undue reliance on these forward-looking statements. Forward-looking statements relate only to the date they were made, and the Company does not undertake any obligation to update forward-looking statements to reflect events or circumstances after the date they were made except as required by law or applicable regulation.

Information contained on, or that can be accessed through, the Company's website or any other website or any social media is expressly not incorporated by reference into and is not a part of this press release.

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SOURCE Arbe

FAQ

When will ARBE bondholders vote on the proposed extension and updated terms?

Bondholders will vote (without physical convening) on December 16, 2025.

What conversion price applies to ARBE series A convertible bonds after the amendment?

The bonds remain convertible at a conversion price of ILS 9.53 (approximately $2.95) per share.

How does the proposed amendment change the ARBE bond interest rate and when does it take effect?

The interest rate would be reduced from 6.5% to 4.35%, effective January 1, 2026.

Could ARBE issue more series A bonds and how much would outstanding principal reach?

If approved, the company may issue additional bonds increasing outstanding principal to up to $20 million (currently ~$8.5 million).

What conditions must be met for the trustee to release ARBE's bond proceeds?

Three conditions: winning a named OEM tender as single supplier, average Nasdaq closing price ≥ $3.10 for 30 consecutive trading days with combined average volume ≥ 300,000 shares/day, and Nasdaq closing price ≥ $3.10 on documentation date.

What happens if bondholder approval is not obtained for ARBE's proposed extension?

Under current terms, if the conditions are not met by Dec 31, 2025, the company would be required to effect an early redemption of unconverted bonds.