Form 8-K - Current report

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): August 11, 2023

____________________

EXICURE, INC.

(Exact name of Registrant as specified in its charter)

____________________


Delaware	001-39011	81-5333008
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

2430 N. Halsted St.

Chicago, IL 60614

(Address of principal executive offices)

Registrant’s telephone number, including area code: (847) 673-1700

____________________

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.0001 per share

XCUR

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. x

Item 2.02 Results of Operations and Financial Condition.

On August 11, 2023, Exicure, Inc. (the “Company”) issued a press release announcing its financial and operational results for the quarter ended March 31, 2023. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information contained in this Item 2.02 in the Current Report on Form 8-K (including Exhibit 99.1 attached hereto) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, nor shall such information be deemed to be incorporated by reference in any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.


Exhibit No.						Description
99.1						Press release dated August 11, 2023
104						Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.


Date: August 11, 2023	EXICURE, INC.

	By:	/s/ Jung Sang Kim
		Jung Sang Kim
		Chief Executive Officer and Chief Financial Officer


			Exhibit 99.1

Exicure, Inc. Reports Second Quarter 2023 Financial Results and Provides Corporate Update

CHICAGO, IL. — August 11, 2023 — Exicure, Inc. (Nasdaq: XCUR), has historically been an early-stage biotechnology company focused on developing nucleic acid therapies targeting ribonucleic acid against validated targets. In September 2022, the Company announced a significant reduction in force, suspension of preclinical activities and halting of all research and development, and that the Company was exploring strategic alternatives to maximize stockholder value.

Corporate Update

Recent highlights include:

•In May, the Company entered into two separate subscription agreements (“Subscription Agreements”) with Cyworld Z Co., Ltd., (“Cyworld Z”). Pursuant to the Subscription Agreements, the Company purchased non-guaranteed private placement convertible bonds (“Bonds”) of Cyworld Z for a subscription amount of $1 million each. The Bonds mature in May 2026 and the yield to maturity is 4.5% per annum.

Second Quarter 2023 Financial Results

Cash Position: Cash, cash equivalents and restricted cash were $3.5 million as of June 30, 2023, as compared to $9.8 million as of December 31, 2022. The Company expects that its cash and cash equivalents will fund its current operations into the fourth quarter of 2023.

Research and Development (R&D) Expense: Research and development expenses were $0.9 million for the quarter ended June 30, 2023, as compared to $6.7 million for the quarter ended June 30, 2022. The decrease in R&D expense for the three months ended June 30, 2023 of $5.8 million reflects the suspension of clinical, preclinical, and discovery program activities and a reduction in employee headcount and fewer discovery, preclinical, and clinical program activities resulting from the restructuring activities that the Company announced in December 2021 and September 2022.

General and Administrative (G&A) Expense: General and administrative expenses were $4.7 million for the quarter ended June 30, 2023, as compared to $3.2 million for the quarter ended June 30, 2022. The increase in G&A expense of $1.5 million for the three months ended June 30, 2023 was mostly due to higher costs due to separation pay for executives and related stock based compensation expense, legal and consulting fees.

Net Loss: The Company had a net loss of $5.8 million for the quarter ended June 30, 2023, as compared to a net loss of $7.5 million for the quarter ended June 30, 2022. The decrease in net loss was primarily driven by significantly lower R&D expenses during the period.

Going Concern: Management believes that the Company’s existing cash and cash equivalents will fund its operating expenses into the fourth quarter of 2023. However, this estimate is based on assumptions about how the Company can limit spending that may prove to be wrong. It is very difficult to project the Company’s current cash burn rate given the transitional status of the Company and this estimate may prove inaccurate. Depending on the direction of the Company’s review of strategic alternatives, the Company may use available resources sooner than management currently expects. The Company has already engaged in significant cost reductions, so our ability to further cut costs and extend the Company’s operating runway is limited. As a result, substantial additional financing will be needed by the

Company within the next few months to pay expenses, fund the ongoing exploration of strategic alternatives and pursue any alternatives that may be identified. The Company seeks to raise capital in the third quarter of 2023 to fund its operations through 2024. There can be no assurance that such additional financing will be available and, if available, can be obtained on acceptable terms.

About Exicure

Exicure, Inc. has historically been an early-stage biotechnology company focused on developing nucleic acid therapies targeting ribonucleic acid against validated targets. Following its recent restructuring and suspension of clinical and development activities, the Company is exploring strategic alternatives to maximize stockholder value, both with respect to its historical biotechnology assets and more broadly. For further information, see www.exicuretx.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements in this press release other than statements of historical fact may be deemed forward looking including, but not limited to, statements regarding: the Company’s current business plans and objectives, including the pursuit of strategic alternatives to maximize stockholder value. Words such as “plans,” “expects,” “will,” “anticipates,” “continue,” “advance,” “believes,” “target,” “may,” “intend,” “could,” and other words and terms of similar meaning and expression are intended to identify forward-looking statements, although not all forward-looking statements contain such terms. Forward-looking statements are based on management’s current beliefs and assumptions that are subject to risks and uncertainties and are not guarantees of future performance. For a discussion of other risks and uncertainties, and other important factors, any of which could cause the Company’s actual results to differ from those contained in the forward-looking statements, see the section titled “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 filed with the Securities and Exchange Commission on March 27, 2023, as updated by the Company’s subsequent filings with the Securities and Exchange Commission. All information in this press release is as of the date of the release, and the Company undertakes no duty to update this information or to publicly announce the results of any revisions to any of such statements to reflect future events or developments, except as required by law.

Media Contact:

Karen Sharma

MacDougall

781-235-3060

ksharma@macdougall.bio

###

EXICURE, INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share data)


	June 30, 2023		December 31, 2022

ASSETS
Current assets:
Cash and cash equivalents	$	2,335	$	8,577

Prepaid expenses and other assets	1,329		1,474
Total current assets	3,664		10,051
Property and equipment, net	1,796		2,530
Right-of-use asset	6,893		7,257
Other noncurrent assets	5,202		3,490
Total assets	$	17,555	$	23,328
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:

Accounts payable	343		361
Accrued expenses and other current liabilities	1,088		1,278
Total current liabilities	1,431		1,639

Lease liability, noncurrent	6,419		6,767

Total liabilities	$	7,850	$	8,406

Stockholders’ equity:
Preferred stock, $0.0001 par value per share; 10,000,000 shares authorized, no shares issued and outstanding, June 30, 2023 and December 31, 2022	—		—
Common stock, $0.0001 par value per share; 200,000,000 shares authorized, 8,648,307 issued and outstanding, June 30, 2023; 4,965,901 issued and outstanding, December 31, 2022	1		—
Additional paid-in capital	192,524		187,571

Accumulated deficit	(182,820)		(172,649)
Total stockholders' equity	9,705		14,922
Total liabilities and stockholders’ equity	$	17,555	$	23,328

EXICURE, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except share and per share data)


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022
Revenue:
Collaboration revenue	$	—	$	2,471	$	—	$	5,036
Total revenue	—		2,471		—		5,036
Operating expenses:
Research and development expense	921		6,749		2,902		13,889
General and administrative expense	4,721		3,205		7,279		6,367
Total operating expenses	5,642		9,954		10,181		20,256
Operating loss	(5,642)		(7,483)		(10,181)		(15,220)
Other income (expense), net:
Dividend income	15		16		32		18
Interest income	13		1		24		3
Interest expense	—		—		—		(595)
Other income (expense), net	(150)		(4)		(46)		(24)
Total other income (expense), net	(122)		13		10		(598)
Net loss before provision for income taxes	(5,764)		(7,470)		(10,171)		(15,818)
Provision for income taxes	—		—		—		—
Net loss	$	(5,764)	$	(7,470)	$	(10,171)	$	(15,818)

Basic and diluted loss per common share	$	(0.68)	$	(1.66)	$	(1.38)	$	(3.71)


Weighted-average basic and diluted common shares outstanding	8,432,394		4,503,983		7,366,594		4,268,955

Cover	Jul. 14, 2023
Cover [Abstract]
Document Type	8-K
Document Period End Date	Aug. 11, 2023
Entity Registrant Name	EXICURE, INC.
Entity Central Index Key	0001698530
Amendment Flag	false
Entity Incorporation, State or Country Code	DE
Entity File Number	001-39011
Entity Tax Identification Number	81-5333008
Entity Address, Address Line One	2430 N. Halsted St.
Entity Address, City or Town	Chicago
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60614
City Area Code	847
Local Phone Number	673-1700
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	XCUR
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	true
Entity Ex Transition Period	true