-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DkGAOALITKh+3HL/QhJd7h+dr4C3BgTaUVZqOZqjTIwr7co5tHZBU1FfvUXXA1X0 O2QMbi3MXiJJC3DqtuB4SA== 0001299933-05-000309.txt : 20050124 0001299933-05-000309.hdr.sgml : 20050124 20050124163603 ACCESSION NUMBER: 0001299933-05-000309 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050119 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050124 DATE AS OF CHANGE: 20050124 FILER: 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 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21429 FILM NUMBER: 05544799 BUSINESS ADDRESS: STREET 1: 19 PRESIDENTIAL WAY CITY: WOBURN STATE: MA ZIP: 01801 BUSINESS PHONE: 781-994-0300 MAIL ADDRESS: STREET 1: 19 PRESIDENTIAL WAY CITY: WOBURN STATE: MA ZIP: 01801 8-K 1 htm_2746.htm LIVE FILING ArQule, Inc. (Form: 8-K)  

 


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

     
Date of Report (Date of Earliest Event Reported):   January 19, 2005

ArQule, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

     
Delaware 000-21429 04-3221586
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
19 Presidential Way, Woburn, Massachusetts   01801
_________________________________
(Address of principal executive offices)
  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   781-994-0375

Not Applicable
______________________________________________
Former name or former address, if changed since last report

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

(d) Election of Directors.

On January 19, 2005, the directors of ArQule, Inc. elected William Messenger to ArQule’s Board of Directors, effective immediately. He will also serve on the Board’s Audit Committee. The press release describing Mr. Messenger’s professional background and qualifications is furnished as Exhibit 99.1 hereto. There was no arrangement or understanding between Mr. Messenger and any other person associated with ArQule pursuant to which he was selected as a director.





Item 9.01. Financial Statements and Exhibits.

(c) Exhibits

99.1 Text of Press Release dated January 20, 2005.






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 hereunto duly authorized.

         
    ArQule, Inc.
          
January 24, 2005   By:   Louise A. Mawhinney
       
        Name: Louise A. Mawhinney
        Title: Vice President, Chief Financial Officer


Exhibit Index


     
Exhibit No.   Description

 
99.1
  Press Release dated 1/19/2005
EX-99.1 2 exhibit1.htm EX-99.1 EX-99.1

Exhibit 99.1

Contacts:
Dr. Stephen A. Hill, CEO
Louise A. Mawhinney, CFO
(781) 994-0300
www.ArQule.com

For Immediate Release:

ARQULE ANNOUNCES APPOINTMENT OF
WILLIAM MESSENGER TO THE BOARD OF DIRECTORS

Woburn, Mass., Jan. 20, 2005 – ArQule, Inc. (NASDAQ: ARQL) is pleased to announce the appointment of Mr. William Messenger to its Board of Directors, effective immediately. Mr. Messenger brings a strong background in business leadership, strategy development and corporate governance. His business experience includes sales and marketing with IBM Corporation, and consultancy at McKinsey & Co. More recently he held senior positions at Advance Metabolic Systems. He is currently Managing Director of Lexington Sycamore Group, providing strategic consulting services to healthcare organizations, and is Director of the Mockler Center for Faith and Ethics in the Workplace at Gordon-Conwell Theological Seminary in Massachusetts.

Mr. Messenger holds a Bachelors degree in Physics from Case Western Reserve University, an MBA from Harvard Business School, and Masters degree in Divinity from Boston University.

“I am delighted to welcome Will Messenger to our Board of Directors,” said Dr. Stephen A. Hill, ArQule’s President and Chief Executive Officer. “His background and interest in strategic leadership, corporate governance and workplace ethics will match ArQule’s strong commitment in these areas and will compliment the contribution of our current Board.”

“ArQule is an exciting company with excellent people and technologies,” said Mr. Messenger. “I am really pleased to have a chance in this role to help the company make a difference in people’s lives.”

About ArQule

ArQule, Inc. is a biotechnology company engaged in research and development of next-generation small-molecule cancer therapeutics based on its innovative Activated Checkpoint TherapySM (ACTSM) platform. ACTSM compounds are intended to improve the way cancer patients are treated because they selectively kill cancer cells and spare normal cells by restoring and activating cellular checkpoints that are defective in cancer. In addition to advancing its own programs, ArQule continues to advance the drug discovery efforts of pharmaceutical collaborators by providing high-quality library design and compound production, including collaborations with Pfizer and Novartis. For more information, please visit www.ArQule.com.

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ArQule/2

This press release contains forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995, which provides a safe harbor for forward-looking statements made by or on behalf of ArQule. Actual results may differ materially from those projected in the forward-looking statements or historical performance due to numerous risks and uncertainties that exist in ArQule’s operations, development efforts and the business environment, including without limitation: the ACTSM platform may not improve efficacy or reduce toxicity and compounds resulting from the platform may not operate as intended; the preclinical efforts associated with the ACTSM pipeline may fail or prove disappointing; collaborators may terminate their agreements with ArQule because ArQule may fail to satisfy the collaborators’ needs or for other reasons; and, the risks and uncertainties described in ArQule’s Form 10-Q filed with the Securities and Exchange Commission on November 9, 2004, its Form 10-Q filed with the Commission on August 4, 2004, its Form 10-Q filed with the Commission on May 7, 2004 and its Form 10-K filed with the Commission on March 12, 2004. The forward-looking statements contained herein represent the judgment of ArQule as of the date of this report. ArQule disclaims any intent or obligation to update any forward-looking statement except to the extent required by law.

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