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Arbe Robotics (ARBE) outlines bond deadline extension and lower coupon terms

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(Low)
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(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Arbe Robotics Ltd. has proposed amending its series A convertible bonds, including extending to December 31, 2026 the deadline for meeting conditions to release proceeds currently held by the bond trustee.

The trustee has called a bondholder vote on December 16, 2025 on the extension and updated terms, which would reduce the interest rate from 6.5% to 4.35% effective January 1, 2026, while keeping the conversion price at ILS 9.53 (about $2.95) per share. If approved, the Company is considering issuing additional bonds of this series, which could increase the principal outstanding to up to $20 million, from about $8.5 million currently. Arbe notes it does not expect to secure a potential strategic program award with a European OEM in the near future, but it continues to stand by its recently announced 2026 goals.

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Insights

Arbe proposes extending and repricing its convertibles, with possible upsizing.

Arbe Robotics is seeking bondholder approval to push out to December 31, 2026 the deadline for meeting conditions that must be satisfied before proceeds from its series A convertible bonds, currently held by the trustee, can be released. At the same time, it proposes lowering the bond interest rate from 6.5% to 4.35% effective January 1, 2026 while keeping the conversion price fixed at ILS 9.53 (about $2.95) per share. As of the press release date, principal outstanding is about $8.5 million.

If the amendment is approved, the Company is considering issuing additional bonds of the same series, which could bring total principal outstanding up to $20 million. This would increase its convertible debt load while using the same conversion terms. The decision to seek an extension is linked to recent developments under which Arbe does not expect to secure a potential strategic program award with a European OEM in the near future, although it continues to affirm its 2026 goals.

The forward-looking statement discussion highlights several uncertainties: bondholder approval of the amended terms and extension, the Company’s ability to meet conditions for release of the bond proceeds, the timing and extent of anticipated orders, and broader macro and geopolitical risks. These include tariffs, the impact of terrorism and hostilities in Israel, the continuing war with Hamas in Gaza and potential intensification with others including Iran and Hezbollah, possible boycotts of Israeli companies, and exchange-rate movements between the US dollar and Israeli shekel.

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of December 2025

Commission File Number: 001-40884

 

ARBE ROBOTICS LTD.

(Translation of registrant’s name into English)

 

HaHashmonaim St. 107

Tel Aviv-Yafo, Israel

Tel: +972-73-7969804, ext. 200

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

 

Form 20-F ☒        Form 40-F ☐

 

 

 

 

 

 

INFORMATION CONTAINED IN THIS CURRENT REPORT ON FORM 6-K

 

On December 8, 2025, Arbe Robotics Ltd. (the “Company”) issued a press release announcing information regarding a proposal 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 convertibles bonds which proceeds are held by the trustee of such bonds. This 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 the Company’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 decision to seek an extension follows, among others, recent developments as a result of which the Company 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.

 

The press release is furnished as Exhibit 99.1 to this Current Report on Form 6-K.

 

Cautionary Note Regarding Forward-Looking Statements

 

This Current Report on Form 6-K (the “report”) 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 report.

 

Exhibit Index

 

Exhibit No.   Document Description
99.1   Press Release dated December 8, 2025*

 

*The information in this press release is incorporated by reference in any registration statement on Form F-3 or Form S-8 that incorporates by reference material filed by the Company with the SEC.

 

1

 

 

SIGNATURES

 

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

 

  ARBE ROBOTICS LTD.
     
 Date: December 8, 2025 By: /s/ Kobi Marenko
  Name:  Kobi Marenko 
  Title: CEO

 

 

2

 

FAQ

What bond amendments did Arbe Robotics (ARBE) propose in December 2025?

Arbe Robotics proposed extending to December 31, 2026 the deadline for meeting conditions tied to its series A convertible bonds so that proceeds held by the trustee can be released, while keeping the bonds convertible into ordinary shares at a price of ILS 9.53 (about $2.95) per share.

How will the interest rate on Arbe Robotics series A convertible bonds change?

If approved by bondholders, the updated terms would reduce the interest rate on Arbes series A convertible bonds from 6.5% to 4.35% effective January 1, 2026, with all other key conversion terms remaining in place.

How much series A convertible debt does Arbe Robotics (ARBE) currently have outstanding?

As of the date of the press release described in the report, the principal amount of Arbe Robotics outstanding series A convertible bonds is approximately $8.5 million.

Could Arbe Robotics (ARBE) increase the principal amount of its series A convertible bonds?

If the proposed amendment is approved by bondholders, Arbe Robotics is considering issuing additional bonds of the same series, which could increase the principal amount of outstanding bonds to up to $20 million.

Why is Arbe Robotics seeking to extend the deadline related to its convertible bond proceeds?

The Companys decision to seek an extension is linked, among other factors, to recent developments under which it does not expect to secure a potential strategic program award with a European OEM in the near future, and it therefore seeks more time to meet the conditions for release of the bond proceeds held by the trustee.

What forward-looking risks does Arbe Robotics (ARBE) highlight in connection with this update?

Arbe points to risks including whether bondholders approve the amended bond terms and extension, whether and when it meets conditions to release the bond proceeds, the timing and extent of anticipated orders, and broader factors such as tariffs, hostilities and the continuing war with Hamas in Gaza, potential conflicts involving Iran and Hezbollah, possible boycotts of Israeli companies, and changes in the US dollarIsraeli shekel exchange rate.

Does Arbe Robotics still stand by its previously announced 2026 goals?

Yes. Despite not expecting to secure the potential strategic program award with a European OEM in the near future, Arbe Robotics states that it continues to stand by its recently announced 2026 goals.

Arbe Robotics

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