0001104659-20-004713.txt : 20200116
0001104659-20-004713.hdr.sgml : 20200116
20200116155441
ACCESSION NUMBER: 0001104659-20-004713
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200116
FILED AS OF DATE: 20200116
DATE AS OF CHANGE: 20200116
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SCHAMBER BLAINE
CENTRAL INDEX KEY: 0001773176
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-21429
FILM NUMBER: 20530849
MAIL ADDRESS:
STREET 1: ARQULE INC
STREET 2: 1 WALL ST FL6
CITY: BURLINGTON
STATE: MA
ZIP: 01803
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ARQULE INC
CENTRAL INDEX KEY: 0001019695
STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834]
IRS NUMBER: 043221586
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: ONE WALL STREET
STREET 2: FLOOR 6
CITY: BURLINGTON
STATE: MA
ZIP: 01803
BUSINESS PHONE: 781-994-0300
MAIL ADDRESS:
STREET 1: ONE WALL STREET
STREET 2: FLOOR 6
CITY: BURLINGTON
STATE: MA
ZIP: 01803
4
1
tm203607d1_4.xml
OWNERSHIP DOCUMENT
X0306
4
2020-01-16
1
0001019695
ARQULE INC
ARQL
0001773176
SCHAMBER BLAINE
C/O ARQULE, INC.
ONE WALL STREET
BURLINGTON
MA
01803
0
1
0
0
VP Finance, CAO
Common Stock
2020-01-16
4
U
0
57774
20.00
D
0
D
Stock Option (Right to Buy)
6.70
2020-01-16
4
D
0
5300
D
2021-01-24
Common Stock
5300
0
D
Stock Option (Right to Buy)
7.95
2020-01-16
4
D
0
10000
D
2022-02-01
Common Stock
10000
0
D
Stock Option (Right to Buy)
2.51
2020-01-16
4
D
0
8500
D
2023-01-14
Common Stock
8500
0
D
Stock Option (Right to Buy)
2.57
2020-01-16
4
D
0
15000
D
2024-01-22
Common Stock
15000
0
D
Stock Option (Right to Buy)
1.83
2020-01-16
4
D
0
10000
D
2025-06-22
Common Stock
10000
0
D
Stock Option (Right to Buy)
1.79
2020-01-16
4
D
0
32000
D
2016-01-19
Common Stock
32000
0
D
Stock Option (Right to Buy)
1.53
2020-01-16
4
D
0
15000
D
2027-01-17
Common Stock
15000
0
D
Stock Option (Right to Buy)
1.75
2020-01-16
4
D
0
16600
D
2028-01-16
Common Stock
16600
0
D
Stock Option (Right to Buy)
3.68
2020-01-16
4
D
0
49100
D
2029-01-15
Common Stock
49100
0
D
Stock Option (Right to Buy)
5.11
2020-01-16
4
D
0
20000
D
2029-04-08
Common Stock
20000
0
D
On December 6, 2019, ArQule, Inc. (the "Company") entered into an Agreement and Plan of Merger (as amended, supplemented or otherwise modified from time to time, the "Merger Agreement") with Merck Sharpe & Dohme Corp. ("MSD") and Argon Merger Sub, Inc., a wholly-owned subsidiary of MSD ("Merger Sub"), pursuant to which MSD acquired the Company by a tender offer for all shares of Company common stock (the "Offer") and a subsequent merger (the "Merger"), each of which became effective on January 16, 2020. Pursuant to the Merger Agreement, (i) Merger Sub purchased all shares of Company common stock that were validly tendered pursuant to the Offer for a cash payment equal to $20.00 per share (the "Offer Price") and (ii) all shares of Company common stock outstanding immediately prior to the effective time of the Merger (the "Effective Time"), were cancelled and converted automatically into the right to receive the Offer Price.
Pursuant to the Merger Agreement, immediately prior to the Effective Time, all outstanding Company stock options, to the extent unvested, became fully vested, and at the Effective Time, each outstanding Company stock option was cancelled and converted into the right to receive an amount of cash (subject to any applicable withholding or other taxes required by applicable law) determined by multiplying (i) the number of shares of Company common stock subject to such stock option immediately prior to such cancellation by (ii) the excess, if any, of an amount in cash equal to the Offer Price, without any interest, over the exercise price per share of Company common sotck subject to such stock option, less any applicable tax withholding. Any such option that had an exercise price that equaled or exceeded the Offer Price was cancelled for no consideration.
/s/ Stephen Migausky by Power of Attorney for Blaine Schamber
2020-01-16