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0001698530false00016985302025-03-182025-03-18

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): March 18, 2025
____________________
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 o
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. o Item 2.02 Results of Operations and Financial Condition.
 



On March 18, 2025, Exicure, Inc. (the “Company”) issued a press release announcing its financial and operational results for the fiscal year ended December 31, 2024. 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
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: March 18, 2025
EXICURE, INC.
By: /s/ Andy Yoo
Andy Yoo
Chief Executive Officer



EX-99.1 2 a8kye2024exhibit991.htm EX-99.1 Document

Exhibit 99.1
exicureimage1a10a.gif

Exicure, Inc. Reports Full Year 2024 Financial Results
CHICAGO, IL — March 18, 2025 — 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. We continue to engage in a broader exploration of strategic alternatives. This effort involves exploring growth through transactions with potential partners that see opportunity in joining an existing, publicly-traded organization.

2024 Financial Results

Cash Position: Cash and cash equivalents were $12.5 million as of December 31, 2024, as compared to $0.8 million as of December 31, 2023. Our current liquidity may not be sufficient to fund operations for the next 12 months. Additional financing will be needed to fund our ongoing operations and exploration of strategic alternatives and pursue any alternatives that we identify.

Research and Development (R&D) Expense: Research and development expenses were $0 for the year ended December 31, 2024, as compared to $1.4 million for the year ended December 31, 2023. The decrease in R&D expense for the year ended December 31, 2024 of $1.4 million reflects the stoppage of clinical, preclinical, and discovery program activities and a reduction in employee headcount in December 2021 and September 2022. The Company began exploring strategic alternatives in April 2023. As a result, the Company determined it was no longer appropriate to record any research and development expenses after the first quarter of 2023.

General and Administrative (G&A) Expense: General and administrative expenses were $5.4 million for the year ended December 31, 2024, as compared to $11.7 million for the year ended December 31, 2023. The decrease in G&A expense of $6.3 million for the year ended December 31, 2024 was due to higher costs in 2023 from separation pay of former executives and related stock based compensation expense, payroll and related benefits, legal and consulting fees, facility and lease costs, depreciation from assets sold, and the research and development wind down costs that no longer met the criteria to be classified as research and development due to the shift in our historical operations suspending all research and development activities as previous discussed.

Litigation legal expense: The increase of $0.6 million for the year ended December 31, 2024 was due to accruals recorded for the amount of the unsatisfied self insured retainer and legal defense costs related to the securities litigation lawsuit.

Other Income: The Company sold samples of its clinical products during the second quarter to a private clinical stage biopharmaceutical company and sold certain assets pursuant to the Asset Purchase Agreement. The Purchaser acquired the Company’s historical biotechnology intellectual property and other assets and include spherical nucleic acid-related technology, research and development programs, and clinical assets.

Net Loss: The Company had a net loss of $(9.7) million for the year ended December 31, 2024, as compared to a net loss of $16.9 million for the year ended December 31, 2023. The decrease in net loss of $7.2 million was due to lower operating (G&A) expenses as well as some revenues and other income earned in 2024, partially offset by the right-of-use asset impairment loss resulted from the impairment analysis of the Company’s right-of-use asset related to its office lease.

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Going Concern: Management believes that the Company’s existing cash and cash equivalents may not be sufficient to fund operations. As a result, there is substantial doubt about our ability to continue as a going concern. Additional financing will be needed to fund our ongoing operations and exploration of strategic alternatives and pursue any alternatives that we identify. 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, the timing of the equity investment closing and potential additional equity investment and the Nasdaq Hearings Panel process and potential results. 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, 2023 filed with the Securities and Exchange Commission on June 6, 2024, 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:
Josh Miller
847-673-1700
media@exicuretx.com



###

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

December 31,
2024
December 31,
2023
ASSETS
Current assets:
Cash, cash equivalents and restricted cash $ 12,508  $ 816 
Other receivable 521  15 
Prepaid expenses and other current assets 644  1,193 
Total current assets 13,673  2,024 
Property and equipment, net 26  54 
Right-of-use asset —  6,517 
Other noncurrent assets 1,357  2,985 
Total assets $ 15,056  $ 11,580 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable 1,031  1,631 
Accrued expenses and other current liabilities 2,040  879 
Total current liabilities 3,071  2,510 
Lease liability, noncurrent 5,213  6,039 
Total liabilities $ 8,284  $ 8,549 
Stockholders’ equity:
Preferred stock, $0.0001 par value per share; 10,000,000 shares authorized, no shares issued and outstanding, December 31, 2024 and December 31, 2023
—  — 
Common stock, $0.0001 par value per share; 200,000,000 shares authorized, 6,026,841 issued and outstanding, December 31, 2024; 1,832,988 issued and outstanding, December 31, 2023 *
— 
Additional paid-in capital 206,035  192,594 
Accumulated deficit (199,264) (189,563)
Total stockholders' equity 6,772  3,031 
Total liabilities and stockholders’ equity $ 15,056  $ 11,580 

* reflects a one-for-five (1:5) reverse stock split effected on August 27, 2024
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EXICURE, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except share and per share data)

Year Ended
December 31,
2024 2023
Revenue:
     Revenue $ 500  $ — 
          Total revenue 500  — 
Operating expenses:
     Research and development expense —  1,423 
     General and administrative expense 5,449  11,715 
Litigation legal expense 1,562  938 
Right-of-use asset impairment loss 5,721  — 
Loss from sale of property and equipment —  920 
          Total operating expenses 12,732  14,996 
Operating loss (12,232) (14,996)
Other income (expense), net:
Changes in fair value of investment in convertible notes receivable —  (2,000)
     Dividend income 52 
     Interest income 32 
     Interest expense (18) — 
Gain on settlement of accounts payables 407  — 
Other income (expense), net 2,137  (2)
Total other income (expense), net 2,539  (1,918)
Net loss before provision for income taxes (9,693) (16,914)
Provision for income taxes — 
Net loss $ (9,701) $ (16,914)
Basic and diluted loss per common share * $ (4.75) $ (10.55)
Weighted-average basic and diluted common shares outstanding * 2,043,278  1,602,790 

* reflects a one-for-five (1:5) reverse stock split effected on August 27, 2024
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