SCHEDULE 13D
This Amendment No. 6 (Amendment No. 6) amends and supplements the Schedule 13D filed with the Securities and Exchange Commission (the
SEC) on June 1, 2022 (the Initial Schedule 13D and together with Amendment No. 1 thereto filed with the SEC on October 31, 2022 (Amendment No. 1), Amendment No. 2 thereto filed with the
SEC on December 5, 2022 (Amendment No. 2), Amendment No. 3 thereto filed with the SEC on December 19, 2022 (Amendment No. 3), Amendment No. 4 thereto filed with the SEC on January 23, 2023
(Amendment No. 4) and Amendment No. 5 thereto filed with the SEC on February 13, 2023 (Amendment No. 5), the Schedule 13D) by CBI USA, Inc. (the Reporting Person) with respect to
the Common Stock, par value $0.0001 per share, of Exicure, Inc. (Exicure or the Company). Capitalized terms used herein and not otherwise defined in this Amendment No. 5 shall have the meanings set forth in the Schedule
13D. This Amendment No. 6 amends Items 3, 4, 5, 6 and 7 to the extent set forth below.
Item 3. Source and Amount of Funds
Item 3 is amended and restated in its entirety as follows:
The
Reporting Person funded the acquisition pursuant to the Securities Purchase Agreement through a loan from an affiliate, Daehan Green Power Corporation (DGP). DGP is a Republic of Korea listed company that has overlapping board members
with CBI Co., Ltd. (CBI Co), the Reporting Persons Korean listed parent company, and the Chief Executive Officer of DGP is also the Chief Executive Officer of the Reporting Person and CBI Co. In addition, CBI Co is a significant
investor in DGP. DGP provided a loan to the Reporting Person on February 22, 2023 in the form of an exchangeable bond in the principal amount of $5,440,000. The note has a two-year term, a 0% coupon and
yield to maturity of 5% per annum. DGP would have the option to exchange the note for 3,400,000 shares of Common Stock from the three months of issuance to 5 business days before the maturity date. The Reporting Person intends to repay the note
prior to DGP exercising the option to exchange with shares.
Item 4. Purpose of the Transaction
Item 4 is supplemented as follows:
Upon the closing of the
Securities Purchase Agreement, pursuant to the board rights set forth therein, the Reporting Person designated Paul Kang, Hyukku Lee and Changil Ahn to serve on the Companys board of directors, each of whom was appointed effective
February 24, 2023. In addition, following the resignation of Elizabeth Garofalo, M.D. effective February 24, 2023, the board appointed Cheolho Jo and Seung Soo Shin as additional members. Although these individuals were not designated
pursuant to the board rights set forth in the Securities Purchase Agreement, they were recommended to the board by the Reporting Person and Mr. Shin is affiliated with a major shareholder of CBI Co.
With respect to the Reporting Persons plans now that the transactions contemplated by the Securities Purchase Agreement have closed and the Reporting
Person controls the Company, the Reporting Person has made no final decisions and retains the discretion to explore and pursue various transactions or take other actions as described in the Schedule 13D in its capacity as a stockholder. However, the
Reporting Person is supplementing the information in Schedule 13D to provide additional information about its current expectations.