1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q/A Amendment No. 1 Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarter Ended September 30, 1999 Commission File No. 000-21429 --------- ARQULE, INC. (Exact Name of Registrant as Specified in its Charter) DELAWARE 04-3221586 (State of Incorporation) (I.R.S. Employer Identification Number) 200 BOSTON AVENUE, MEDFORD, MASSACHUSETTS 02155 (Address of Principal Executive Offices) (781) 395-4100 (Registrant's Telephone Number, including Area Code) Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES________X___________ NO_____________________ Number of shares outstanding of the registrant's Common Stock as of November 5, 1999: Common Stock, par value $.01 12,838,465 shares outstanding 2 EXPLANATORY NOTE The sole purpose of this amendment is to re-file Exhibit 10.1, Exhibit 10.2 and Exhibit 10.3 without redaction of certain language for which ArQule no longer seeks confidential treatment. 3 ARQULE, INC. PART II - OTHER INFORMATION Item 6(a) - Exhibits: EXHIBITS DESCRIPTION -------- ----------- 10.1 Technology Acquisition Agreement between and by Pfizer Inc. and ArQule, Inc. dated July 19, 1999 10.2 Sublease by and among Pfizer Inc. and ArQule, Inc. dated July 16, 1999 10.3 Research Cooperation Agreement between Bayer AG and ArQule, Inc. dated October 1, 1999 10.4 Employment Agreement with Philippe Bey dated July 21, 1999 -1- 4 11.1 Statement Re Computation of Unaudited Net Income (Loss) Per Share 27 Financial Data Schedule -2- 5 ARQULE, INC. SIGNATURES Pursuant to the requirements of the Securities Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. ArQule, Inc. Date: December 21, 1999 /s/ James R. Fitzgerald, Jr. ------------------------------------- James R. Fitzgerald, Jr. (Vice President, Chief Financial Officer and Treasurer) -3- 6 ARQULE, INC. EXHIBIT INDEX EXHIBIT NO. DESCRIPTION - ----------- ----------- 10.1+ Technology Acquisition Agreement between and by Pfizer Inc. and ArQule, Inc. dated July 19, 1999 10.2+ Sublease by and among Pfizer Inc. and ArQule, Inc. dated July 16, 1999 10.3+ Research Cooperation Agreement between Bayer AG and ArQule, Inc. dated October 1, 1999 10.4* Employment Agreement with Philippe Bey dated July 21, 1999(1) 11.1 Statement Re Computation of Unaudited Net Income (Loss) Per Share(1) 27 Financial Data Schedule(1) - ----------------- + Confidential treatment has been requested for certain portions of these Exhibits pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. * Indicates a management contract. (1) Exhibit was originally filed with the Registrant's Quarterly Report on Form 10-Q on November 15, 1999 and is not affected by this Form 10-Q/A. -4-