13G Filing: Biotechnology Value Fund L P and Arqule Inc (ARQL)

Page 3 of 14

Page 3 of 14 – SEC Filing

1 NAME OF REPORTING PERSON
Biotechnology Value Fund II, L.P.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☒
(b) ☐
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF 5 SOLE VOTING POWER
SHARES
BENEFICIALLY 0 shares
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 5,124,370 (1)
PERSON WITH 7 SOLE DISPOSITIVE POWER
0 shares
8 SHARED DISPOSITIVE POWER
5,124,370 (1)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,124,370 (1)
10 CHECK BOX IF THE
AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
    ☐
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.8% (1)
12 TYPE OF REPORTING PERSON
PN
(1) Excludes 823,231 shares of Common Stock not issuable upon the exercise of certain warrants due to the warrant
exercise limitation. As of October 16, 2017, the warrant exercise limitation described in the next sentence limits the aggregate
exercise of warrants by the Reporting Persons to 1,115,932 out of the 2,439,932 shares of Common Stock underlying the warrants
owned by the Reporting Persons in the aggregate. The warrants may not be exercised if, after such exercise, the Reporting Persons
would beneficially own in the aggregate, as determined in accordance with Section 13(d) of the Securities Exchange Act of 1934,
more than 19.9% of the number of shares of Common Stock then issued and outstanding. In providing beneficial ownership described
herein, the Reporting Persons have assumed 1,115,932 of the 1,201,053 warrants owned by BVF would be exercised. BVF2 holds warrants
to purchase 823,231 additional shares which are excluded herein as a result of the 19.9% limitation. BVTOS holds warrants to purchase
199,687 additional shares which are excluded herein as a result of the 19.9% limitation. The Reporting Persons through certain
managed accounts holds warrants to purchase 215,961 additional shares which are excluded herein as a result of the 19.9% limitation.
See Item 4(a) for a full description of the Reporting Person’s beneficial ownership.
3

Follow Arqule Inc (NASDAQ:ARQL)

Page 3 of 14