Exicure, Inc. Announces Closing of Private Placement Transaction with CBI USA, Inc. and Changes to the Board of Directors
February 24 2023 - 5:10PM
Business Wire
Exicure, Inc. (NASDAQ: XCUR), an early-stage biotechnology
company historically focused on developing nucleic acid therapies
targeting ribonucleic acid against validated targets, today
announced the closing of the previously-announced private placement
transaction with CBI USA, Inc. (“CBI USA”) effective February 24,
2023. In connection with the closing of the private placement
transaction, Exicure also announced changes to its Board of
Directors (the “Board”).
Closing of Private Placement Transaction with CBI USA
As previously disclosed, on September 26, 2022, Exicure entered
into a securities purchase agreement (the “Securities Purchase
Agreement”) with CBI USA, pursuant to which Exicure agreed to issue
and sell to CBI USA in a private placement an aggregate of
3,400,000 shares of Exicure’s common stock, par value $0.0001 per
share, at a purchase price of $1.60 per share (the “Private
Placement”).
Following the satisfaction of closing conditions, including the
approval of the Private Placement by stockholders of Exicure at a
Special Meeting of Stockholders dated December 15, 2022, Exicure
and CBI USA closed the Private Placement on February 24, 2023.
Exicure received gross proceeds of approximately $5.4 million in
connection with the close of the Private Placement and expects to
use the proceeds for general working capital purposes.
Following the closing of the Private Placement, CBI USA became
Exicure’s majority shareholder, owning approximately 50.4% of
Exicure’s outstanding shares of common stock, resulting in a
“change of control” of Exicure under the applicable rules of
Nasdaq.
Changes to the Board of Directors
In connection with the closing of the Private Placement and
pursuant to CBI USA’s rights under the Securities Purchase
Agreement, the Board appointed three CBI USA nominees to the Board,
as follows: Paul Kang, Chang-il Ahn, and Hyuk-ku Lee.
Following the appointment of Mr. Kang, Mr. Ahn, and Mr. Lee,
Elizabeth Garofalo, M.D. tendered her resignation from the Board
and as Chair of the Board, as well as from the Audit Committee,
Compensation Committee and Nominating and Governance Committee of
the Board, effective February 24, 2023.
“On behalf of the Board and the Exicure organization, I would
like to thank Betsy for all her contributions to the Company and
wish her the best in the future,” said Matthias Schroff, Chief
Executive Officer of Exicure. “We are also pleased to announce the
closing of the further investment by CBI USA, now our majority
controlling shareholder, and look forward to working with our new
Board members and CBI USA in continuing to explore strategic
transactions as well as strategic alternatives for our existing
clinical and preclinical programs to maximize stockholder value,”
commented Dr. Schroff.
About Exicure
Exicure, Inc. is an early-stage biotechnology company
historically focused on developing nucleic acid therapies targeting
ribonucleic acid against validated targets. The Company continues
to actively pursue out-licensing opportunities for its clinical
asset, cavrotolimod, as well as for its preclinical candidates,
including the SCN9A program for neuropathic pain, and to pursue all
strategic alternatives with the goal of maximizing stockholder
value. 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, without
limitation, 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 Quarterly Report on Form 10-Q for the quarter
ended September 30, 2022 filed with the Securities and Exchange
Commission on November 14, 2022, 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.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20230224005396/en/
Media Contact: Karen Sharma MacDougall 781-235-3060
ksharma@macdougall.bio
Exicure (NASDAQ:XCUR)
Historical Stock Chart
From Jun 2024 to Jul 2024
Exicure (NASDAQ:XCUR)
Historical Stock Chart
From Jul 2023 to Jul 2024