Exhibit 99.1
Source: Arrival Group
April 12, 2023 16:59 ET
CORRECTION - ARRIVAL Announces Reverse Stock Split
Aiming to meet the minimum value bid requirement for maintaining listing on Nasdaq
Company’s authorized share capital will be U.S.$540,000, divided into 54,000,000 Ordinary Shares
Shareholders’ percentage ownership interest will not be affected
LUXEMBOURG, April 12, 2023 (GLOBE NEWSWIRE) — Further to the press release issued on April 11, 2023, Arrival has updated the record date for its reverse stock split to April 13, 2023. The corrected release follows:
Arrival (Nasdaq: ARVL) (“Arrival” or the “Company”), inventor of a unique new method of design and production of electric vehicles (“EVs”), today announced that, pursuant to the approvals granted at the extraordinary general meeting of shareholders held on April 6, 2023 (the “EGM”), the Board of Directors has determined to implement a reverse stock split of all of the Company’s ordinary shares, having an accounting par value (the “Ordinary Shares”), at a ratio of 1-for-50 (the “Consolidation Ratio”).
The Company is undertaking the reverse stock split with the objective of meeting the minimum $1.00 per Ordinary Share bid requirement for maintaining the listing of the Ordinary Shares on The Nasdaq Global Select Market.
At the EGM held on April 6, the Company’s shareholders resolved to approve a share consolidation at a consolidation ratio to be set between 1-for-30 and 1-for-50 by the Board of Directors, a share capital reduction without cancellation of shares, and the related amendment to the articles of association. The Board of Directors has been granted the powers to implement these resolutions.
The Board of Directors also approved amendments to the articles of association of the Company to reflect the consolidation of the Ordinary Shares pursuant to the Consolidation Ratio.
The reverse stock split will be effective at 12:01 a.m. (ET) on Friday, April 14, 2023, and the Ordinary Shares will begin trading on a split-adjusted basis when the Nasdaq Stock Market LLC opens for trading on Friday, April 14, 2023. The Ordinary Shares will continue to trade on The Nasdaq Global Select Market under the trading symbol “ARVL” but will trade under the following new CUSIP number: L0423Q124.
As a result of the reverse stock split, every 50 Ordinary Shares held as of April 13, 2023 (the “Record Date”) will be automatically combined into one Ordinary Share. After giving effect to the reverse stock split, the Company’s authorized share capital will be U.S.$540,000, divided into 54,000,000 Ordinary Shares with an accounting par value. The number of outstanding Ordinary Shares will be reduced from approximately 763,108,955 Ordinary Shares to approximately 15,262,180 Ordinary Shares, to be adjusted for the round-up of fractional shares.
No fractional shares will be created or issued in connection with the reverse stock split. Shareholders who otherwise would be entitled to receive fractional shares because they hold a number of Ordinary Shares not evenly divisible by the Consolidation Ratio will receive an entire Ordinary Share by allocation of treasury shares of the Company, and the Board of Directors may issue, under the authorized capital of the Company, an aggregate number of shares up to the Consolidation Ratio to avoid fractional shares at a Company level.
The revers e stock split will affect all holders of Ordinary Shares uniformly and will not affect any shareholder’s percentage ownership interest in the Company, except as a result of the treatment of fractional shares. Neither will the reverse stock split have any direct impact on the market capitalization of the Company, nor modify any voting rights or other terms of the Ordinary Shares.
Shareholders with shares held in book-entry form or through a bank, broker, or other nominee are not required to take any action and will see the impact of the reverse stock split reflected in their accounts on or after April 14, 2023. Such beneficial holders may contact their bank, broker, or nominee for more information.
