0001698530false00016985302023-07-142023-07-14

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): July 14, 2023
____________________
EXICURE, INC.
(Exact name of Registrant as specified in its charter)
____________________
Delaware001-39011
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 classTrading symbol(s)Name of each exchange on which registered
Common Stock, par value $0.0001 per shareXCURThe 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 July 14, 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
104Cover 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: July 14, 2023
EXICURE, INC.
By:/s/ Jung Sang Kim
Jung Sang Kim
Chief Executive Officer and Chief Financial Officer



Exhibit 99.1
exicureimage1a10.gif

Exicure, Inc. Reports First Quarter 2023 Financial Results and Provides Corporate Update
CHICAGO, IL. — July 14, 2022 — 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:

•On February 24, 2023, the Company received gross proceeds of $5.44 million from the September 2022 PIPE (net proceeds of $4.6 million after transaction expenses). As a result of the closing of the September 2022 PIPE, CBI USA is the beneficial owner of approximately 50.4% of the Company's outstanding shares. Pursuant to the board designation rights of CBI USA, CBI USA designated three members to the Company's board of directors.

•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.

First Quarter 2023 Financial Results

Cash Position: Cash, cash equivalents and restricted cash were $11.2 million as of March 31, 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 $2.0 million for the quarter ended March 31, 2023, as compared to $7.1 million for the quarter ended March 31, 2022. The decrease in R&D expense for the three months ended March 31, 2023 of $5.2 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 September 2022 and in December 2021.

General and Administrative (G&A) Expense: General and administrative expenses were $2.6 million for the quarter ended March 31, 2023, as compared to $3.2 million for the quarter ended March 31, 2022. The decrease in G&A expense of $0.6 million for the three months ended March 31, 2023 was mostly due to lower retention award and bonus compensation, based on current estimates, as well as lower legal fees and insurance. These decreases were partially offset by less operating costs allocated out to R&D based on changes in headcount.

Net Loss: The Company had a net loss of $4.4 million for the quarter ended March 31, 2023, as compared to a net loss of $8.3 million for the quarter ended March 31, 2022. The decrease in net loss was primarily driven by lower R&D expenses during the period, partially offset by lower revenue.

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
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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




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EXICURE, INC.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)

March 31,
2023		December 31,
2022
ASSETS
Current assets:
Cash and cash equivalents$9,960 $8,577 
Prepaid expenses and other assets1,317 1,474 
Total current assets11,277 10,051 
Property and equipment, net2,279 2,530 
Right-of-use asset7,077 7,257 
Other noncurrent assets3,310 3,490 
Total assets$23,943 $23,328 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable452 361 
Accrued expenses and other current liabilities1,477 1,278 
Common stock warrant liability800 — 
Total current liabilities2,729 1,639 
Lease liability, noncurrent6,595 6,767 
Total liabilities$9,324 $8,406 
Stockholders’ equity:
Preferred stock, $0.0001 par value per share; 10,000,000 shares authorized, no shares issued and outstanding, March 31, 2023 and December 31, 2022
— — 
Common stock, $0.0001 par value per share; 200,000,000 shares authorized, 8,371,462 issued and outstanding, March 31, 2023; 4,965,901 issued and outstanding, December 31, 2022
1 — 
Additional paid-in capital191,674 187,571 
Accumulated deficit(177,056)(172,649)
Total stockholders' equity14,619 14,922 
Total liabilities and stockholders’ equity$23,943 $23,328 
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EXICURE, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except share and per share data)

Three Months Ended
March 31,
20232022
Revenue:
     Collaboration revenue$— $2,565 
          Total revenue— 2,565 
Operating expenses:
     Research and development expense1,981 7,140 
     General and administrative expense2,558 3,162 
          Total operating expenses4,539 10,302 
Operating loss(4,539)(7,737)
Other income (expense), net:
     Dividend income17 2 
     Interest income11 2 
     Interest expense— (595)
Other income (expense), net104 (20)
Total other income (expense), net132 (611)
Net loss before provision for income taxes(4,407)(8,348)
Provision for income taxes— — 
Net loss$(4,407)$(8,348)
Basic and diluted loss per common share$(0.70)$(2.07)
Weighted-average basic and diluted common shares outstanding6,288,952 2,936,836 
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Jul. 14, 2023
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Local Phone Number 673-1700
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