UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________

FORM 6-K

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REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16

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

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Dated November 3 15, 2023

Commission File Number: 001-40286

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Arrival

(~~Translation~~Exact Name of ~~registrant’s~~Registrant ~~name~~as ~~into~~Specified ~~English~~in Its Charter)

~~60A, rue des Bruyères~~____________________

L-1274 Howald,

Grand Duchy of Luxembourg

~~+352~~(Jurisdiction ~~26845062~~of Incorporation or Organization)

~~(Address~~60a, ofrue ~~principal~~des ~~executive~~Bruyeres, ~~offices)~~L-1274 Howald,

Grand Duchy of Luxembourg

(Address of Principal Executive Offices)

____________________

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

Form 20-F ☒ Form 40-F ☐

~~THIS~~Indicate ~~REPORT~~by ONcheck ~~FORM~~mark ~~6-K~~if ~~SHALL~~the BEregistrant ~~DEEMED~~is TOsubmitting BEthe ~~INCORPORATED~~Form ~~BY REFERENCE IN EACH OF THE REGISTRATION STATEMENTS ON FORM F~~6-3K ~~(FILE~~in ~~NO.~~paper ~~333-254885,~~as ~~FILE~~permitted ~~NO.~~by ~~333-266472~~Regulation ~~AND FILE NO. 333-270019) AND THE REGISTRATION STATEMENT ON FORM~~ S-8T ~~(FILE~~Rule ~~NO. 333-259673~~101(b) ~~OF ARRIVAL AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.~~(1): ☐

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

THIS REPORT ON FORM 6-K SHALL BE DEEMED TO BE INCORPORATED BY REFERENCE IN EACH OF THE REGISTRATION STATEMENT ON FORM F-3 (FILE NO. 333-254885) AND THE REGISTRATION STATEMENT ON FORM S-8 (FILE NO. 333-259673) OF ARRIVAL AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.

INFORMATION CONTAINED IN THIS FORM 6-K REPORT

~~GENERAL~~On November 15, 2023, Arrival (the “Company”) issued a press release announcing the Q2 Earnings. A copy of the press release is furnished as Exhibit 99.1 to this report on Form 6-K.

On November 3, 2023, Arrival (the “Company”) issued a press release reflecting its receipt of a Staff Determination notice from Nasdaq relating to the Company’s non-compliance with Listing Rule 5250(c)(1) as a result of the Company’s delay in filing its Form 20-F. A copy of the press release is furnished as Exhibit 99.1 to this report on Form 6-K.

Exhibit Index

Exhibit Number						Exhibit Title
99.1						Press Release issued by Arrival on November 315, 2023

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.

ARRIVAL

By: /s/ John Wozniak

Name: John Wozniak

Title: Chief Financial Officer

Dated: November 3 15, 2023

Exhibit 99.1

~~Notice~~Arrival ofReports ~~Delisting~~First orHalf ~~Failure~~of to2023 ~~Satisfy~~Financial ~~a Continued Listing Rule or Standard.~~Results

~~LUXEMBOURG~~ARRIVAL –ENTERS ~~November~~INTO 3,SECURED ~~2023~~BRIDGE –FINANCING ~~Arrival~~WITH ~~(Nasdaq:~~EXISTING ~~ARVL) (“Arrival” or the “Company”) today announced that it received a determination notice (the “Determination”) on Tuesday~~STAKEHOLDERS, ~~October~~ANNOUNCES ~~31,~~COMMENCEMENT ~~2023,~~OF ~~from~~SALE ~~the~~OR ~~Listing~~STRATEGIC ~~Qualifications~~ALTERNATIVE ~~Staff of The Nasdaq Stock Market LLC (“Nasdaq”) stating that~~PROCESS, asAND aRELEASES ~~result~~H1 ofFINANCIAL the Company’s failure to file its Annual Report on Form 20-F for the fiscal year ended December 31, 2022, (the “2022 Annual Report”) with the Securities and Exchange Commission (the “SEC”) and regain compliance with Nasdaq Listing Rule 5250(c)(1) by October 30, 2023, the Staff has determined that, unless the Company requests an appeal of the Determination (as described below), Nasdaq will suspend trading of the Company’s ordinary shares at the opening of business on November 9, 2023, and will file a Form 25-NSE with the SEC, which will remove the Company’s securities from listing and registration on Nasdaq. The Determination does not result in the immediate suspension of trading or delisting of the Company’s securities, and the Nasdaq Listing Rules provide a procedure for the Company to appeal the Determination and seek a stay pending the appeal (as described below).RESULTS

~~Pursuant to the procedures set forth in the Nasdaq Listing Rule 5800 Series, the Company may appeal the Determination to~~ a ~~Hearings Panel (the “Panel”), which request will stay the suspension of the Company’s securities for 15 days from the date of the request~~.Arrival ~~When the Company requests a hearing, it may also request an extended stay of the suspension, pending the hearing. The Company’s requests for a hearing~~ and ~~for~~its anmaterial ~~extended stay must be received by November 7~~subsidiaries, ~~2023.~~following ~~According~~active ~~to the Determination~~negotiations, ~~hearings~~enter ~~are~~into ~~typically~~new ~~scheduled~~secured tobridge ~~occur~~financing ~~approximately 30-45 days after the date~~ of ~~the~~up hearing request, and the Panel will review the request for an extended stay and notify the Company of its conclusion as soon as is practicable but in any event no later than 15 calendar days following the deadline to ~~request the hearing~~$50.0 ~~The~~million ~~Company~~of ~~intends~~additional toliquidity ~~timely~~provided ~~submit~~by ~~its~~Antara ~~requests for a hearing before the Panel,~~ and ~~for an extended stay of the suspension of the Company’s securities until the Panel has rendered a decision on the appeal~~Highbridge.

Asb.The ~~previously~~secured ~~disclosed,~~bridge onfinancing ~~May~~will 2,provide ~~2023,~~working ~~Arrival~~capital ~~received~~to athe ~~notice~~business ~~from~~and ~~Nasdaq~~fund ~~indicating that, as a result of the Company~~Arrival’s ~~failure~~exploration toof ~~file~~a ~~its~~potential ~~2022~~sale ~~Annual~~or ~~Report~~strategic ~~with~~alternative ~~the SEC, the Company no longer was in compliance with Nasdaq Listing Rule 5250(c)(1)~~transaction. Jefferies ~~Subsequently~~LLC, ~~Nasdaq~~Atlanticus ~~granted~~Advisors ~~the Company an extension until October 30~~LLC, ~~2023~~and toRopes ~~regain~~& ~~compliance~~Gray ~~with~~LLP ~~Nasdaq~~are ~~Listing~~advising ~~Rule~~on ~~5250(c)(1) by filing~~ the ~~2022~~sale ~~Annual~~or ~~Report~~strategic ~~with~~alternative ~~the SEC~~process.

~~The~~c.Arrival’s ~~Company~~H1 is2023 ~~working~~financial ~~diligently~~results tohave ~~file~~been ~~the 2022 Annual Report as soon as practicable~~released.

LUXEMBOURG – November 15, 2023 –Arrival (Nasdaq: ARVL) (“Arrival”), inventor of a unique new method of design and production of electric vehicles (“EVs”) and its material subsidiaries, have entered into a new secured bridge financing (the “Bridge Financing”) with certain funds or accounts managed or advised by Antara Capital LP (collectively “Antara”) and Highbridge Capital Management, LLC (collectively “Highbridge”).

Pursuant to the terms of the Bridge Financing (and subject to the satisfaction or waiver of certain conditions precedent) an amount of $10 million has been funded to Arrival’s subsidiaries on first drawing with (subject to the satisfaction or waiver of certain conditions subsequent (including, but not limited to, the corporate reorganisation of the group)) a provision of a further $20 million of new drawings included within the Bridge Financing (such indebtedness, the “Tranche A Loans”). A further $20 million may be made available to the Group under the Bridge Financing, subject to the agreement of the lenders.

The Bridge Financing also includes a second tranche (the “Tranche B Loans”) issued on account of a private exchange of approximately $164 million in aggregate principal of existing convertible senior notes into Tranche B Loans in an aggregate principal amount of $90 million. In connection with such exchange, the accrued and unpaid interest on the exchanged notes of approximately $2 million was capitalized into additional Tranche A Loans. The obligations under the Bridge Financing are (x) secured by the assets of Arrival and certain of its material subsidiaries and (y) guaranteed by Arrival and certain of its material subsidiaries, with the Tranche A Loans being so secured on a first lien basis and the Tranche B Loans on a second lien basis.

The Bridge Financing contains a number of covenants including a minimum liquidity covenant and a cash flow variance covenant in each case calculated in line with the liquidity needs and expected liabilities of the group.

Interest on the Bridge Financing accrues at the secured overnight financing rate (SOFR) plus 8%, with interest payable in kind. The Bridge Financing includes the provision of an exit fee due to the lenders in the amount of 2.25% of the committed amounts of new money and capitalised interest due on the existing notes, under the Tranche A Loans. This exit fee will be payable, subject to certain conditions, on repayment, prepayment, or cancellation of the Bridge Financing.

The Bridge Financing has a term of 120 days and matures on March 12, 2024. The proceeds of the facility must be used to finance the working capital and liquidity requirements of Arrival and its subsidiaries.

The Bridge Financing, together with internally generated cash, is intended to strengthen liquidity for Arrival and its subsidiaries as they explore a sales and marketing process for all or substantially all of their assets or another strategic alternative transaction. In connection with this process, Arrival published on its website today, at www.arrival.com/topic/news, a presentation related to the marketing process for

its assets, which presentation was previously provided by the Company and its advisors to certain potential transaction counterparties. Arrival expects that the proceeds from the drawings under the Bridge Financing, assuming full utilization thereof, will provide sufficient liquidity for Arrival through the end of 2023, allowing Arrival to make significant progress on the above-mentioned sales and marketing process. There can be no guarantees that Arrival will be able to satisfy the conditions subsequent related to the additional drawings under the Bridge Facility and that such drawing will become available.

Jefferies LLC, Atlanticus Advisors LLC, and Ropes & Gray LLP are advising on the sale or strategic alternative process.

Recent Business Highlights

Arrival ended the first half of 2023 with approximately $43 million of cash and cash equivalents. First half results include a decrease in administrative expenses of approximately $38 million when compared to the first half of 2022. The decreases reflect management’s actions to restructure the business to reduce costs that included reductions in workforce that began in Q1 of 2023.

There has been two staff restructuring processes which have contributed to cost savings. These were announced to staff in January 2023 and October 2023.

H1 2023 Financial Results

•Cash and cash equivalents of $42.5 million as of June 30, 2023.

•Capital expenditure for the period, including tangible and intangible purchases, of $4.1 million, compared to $198.9 million in the first half of 2022.

•Administrative expenses were $97.8 million and non-capitalized R&D were $56.5 million in the period, compared to administrative expenses of $136.4 million and non-capitalized R&D expenses of $60.3 million in the first half of 2022. Administrative expenses and non-capitalized R&D decreased $38.6 million and $3.8 million, respectively, when compared to the first half of 2022

•The employee cost savings from the January 2023 restructuring were approximately $4.6 million per month.

•Loss for the period of $155.7 million, compared to a loss for the period of $100.0 million in the first half of 2022.

•Shares outstanding totaled 18,375,108 on June 30, 2023 compared to 638,237,901 on June 30, 2022. Reduction due to reverse stock split of April 6, 2023.

Reconciliation of Net Loss to EBITDA in USD (Thousands)


In thousands of US$	Six months ended June 30, 2023	Six months ended June 30, 2022

(Loss) for the period	(155,685)	(99,950)
Interest expense/ (income), net	22,951	8,609
Tax expense/ (income)	1,621	4,152
Depreciation and amortization	39,438	18,481
EBITDA	(91,675)	(68,708)

About Arrival

Arrival’s mission is to master a radically more efficient New Method to design, produce, sell and service purpose-built electric vehicles, to support a world where cities are free from fossil fuel vehicles. Arrival’s in-house technologies enable a unique approach to producing vehicles using rapidly-scalable, local Microfactories. Arrival (Nasdaq: ARVL) is a joint stock company governed by Luxembourg law.

Forward-~~Looking~~looking Statements

This press release contains certain forward-looking statements within the meaning of the federal securities laws related to Arrival’s intentions regarding the dispute. Such statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and are based on management’s belief or interpretation of information currently available. 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. Readers are cautioned not to put undue reliance on forward-looking statements as they are subject to numerous uncertainties and factors, all of which are difficult to predict and many of which are beyond Arrival’s control. Except as required by applicable law, Arrival assumes no obligation to and does not intend to update or revise these forward-looking statements after the date of this press release, whether as a result of new information, future events, or otherwise. In light of these risks and uncertainties, you should keep in mind that any event described in a forward-looking statement made in this press release or elsewhere might not occur.

~~Arrival~~ Contacts:

For Arrival

Media

pr@arrival.com

Investors

IRir@arrival.com

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