0000899243-21-013684.txt : 20210326
0000899243-21-013684.hdr.sgml : 20210326
20210326162243
ACCESSION NUMBER: 0000899243-21-013684
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210324
FILED AS OF DATE: 20210326
DATE AS OF CHANGE: 20210326
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: CUNEO F PETER
CENTRAL INDEX KEY: 0001221901
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39159
FILM NUMBER: 21777706
MAIL ADDRESS:
STREET 1: 10 EAST 40TH ST
CITY: NEW YORK
STATE: NY
ZIP: 10016
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: CIIG Management LLC
CENTRAL INDEX KEY: 0001789763
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39159
FILM NUMBER: 21777707
BUSINESS ADDRESS:
STREET 1: 40 WEST 57TH STREET FLOOR 29
CITY: NEW YORK
STATE: NY
ZIP: 10019
BUSINESS PHONE: 9176471076
MAIL ADDRESS:
STREET 1: 40 WEST 57TH STREET FLOOR 29
CITY: NEW YORK
STATE: NY
ZIP: 10019
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Minnick Michael
CENTRAL INDEX KEY: 0001794271
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39159
FILM NUMBER: 21777704
MAIL ADDRESS:
STREET 1: 40 WEST 57TH STREET FLOOR 29
CITY: NEW YORK
STATE: NY
ZIP: 10019
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Cuneo Gavin
CENTRAL INDEX KEY: 0001793980
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39159
FILM NUMBER: 21777705
MAIL ADDRESS:
STREET 1: 40 WEST 57TH STREET FLOOR 29
CITY: NEW YORK
STATE: NY
ZIP: 10019
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Arrival Vault US, Inc.
CENTRAL INDEX KEY: 0001789760
STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770]
IRS NUMBER: 843142564
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 40 WEST 57TH STREET FLOOR 29
CITY: NEW YORK
STATE: NY
ZIP: 10019
BUSINESS PHONE: 9176471076
MAIL ADDRESS:
STREET 1: 40 WEST 57TH STREET FLOOR 29
CITY: NEW YORK
STATE: NY
ZIP: 10019
FORMER COMPANY:
FORMER CONFORMED NAME: CIIG Merger Corp.
DATE OF NAME CHANGE: 20190930
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2021-03-24
1
0001789760
Arrival Vault US, Inc.
CIIC
0001789763
CIIG Management LLC
C/O ARRIVAL VAULT US, INC.
40 WEST 57TH STREET, 29TH FLOOR
NEW YORK
NY
10019
0
0
1
0
0001221901
CUNEO F PETER
C/O ARRIVAL VAULT US, INC.
40 WEST 57TH STREET, 29TH FLOOR
NEW YORK
NY
10019
0
0
1
0
0001793980
Cuneo Gavin
C/O ARRIVAL VAULT US, INC.
40 WEST 57TH STREET, 29TH FLOOR
NEW YORK
NY
10019
0
0
1
0
0001794271
Minnick Michael
C/O ARRIVAL VAULT US, INC.
40 WEST 57TH STREET, 29TH FLOOR
NEW YORK
NY
10019
0
0
1
0
Class A Common Stock
2021-03-24
4
C
0
5821875
A
5821875
D
Class A Common Stock
2021-03-24
4
J
0
5821875
D
0
D
Class B Common Stock
2021-03-24
4
C
0
5821875
D
Class A Common Stock
5821875
0
D
Warrants
2021-03-24
4
J
0
5979167
D
Class A Common Stock
5979167
0
D
Represents shares of Class B common stock held by CIIG Management LLC that converted into shares of Class A Common Stock of Arrival Vault US, Inc. (f/k/a CIIG Merger Corp.) (the "Issuer") in connection with the business combination between the Issuer, Arrival Luxembourg SARL (f/k/a Arrival S.a r.l.), Arrival (f/k/a Arrival Group) and ARSNL Merger Sub Inc. (the "Business Combination") and were disposed of pursuant to that agreement in exchange for ordinary shares of Arrival (f/k/a Arrival Group), a joint stock company governed by the laws of the Duchy of Luxembourg ("Arrival").
The holder of record of these shares is CIIG Management LLC. F. Peter Cuneo, Gavin Cuneo and Michael Minnick are managing members of the CIIG Management LLC. As such, they may be deemed to have or share voting and dispositive power of the shares.
The shares of Class B common stock are convertible for shares of the Issuer's Class A common stock as described under the heading "Description of Securities" in the Issuer's registration statement on Form S-1 (File No. 333-235158) (the "Registration Statement").
The warrants will become exercisable 30 days after the completion of the Business Combination. The warrants will expire five years after the completion of the Business Combination or earlier upon redemption or liquidation. Upon conversion into warrants of Arrival in connection with the Business Combination, each whole warrant will entitle the holder thereof to purchase one ordinary share of Arrival at a price of $11.50 per share (subject to adjustment).
Represents private placement warrants purchased in connection with the Issuer's initial public offering which converted into the same number of warrants of Arrival in connection with the Business Combination.
/s/ Gavin Cuneo, authorized signatory for CIIG Management LLC
2021-03-26
/s/ Gavin Cuneo
2021-03-26
/s/ F. Peter Cuneo
2021-03-26
/s/ Michael Minnick
2021-03-26