Exicure, Inc. (Nasdaq: XCUR, the "Company") 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.
Equity Financing
In an agreement dated November 6, 2024 and executed on November
12, 2024, the Company agreed to sell and issue to HiTron Systems
Inc. (“HiTron”) 433,333 shares of common stock, par value $0.0001
per share, for $1.3 million, at a purchase price of $3.00 per
share. The closing of this transaction is expected to occur within
10 days from its execution. On November 13, 2024, in a subsequent
agreement, the Company agreed to sell and issue to HiTron 2,900,000
additional shares of common stock, par value $0.0001 per share, for
$8.7 million, at a purchase price of $3.00 per share. The closing
of the investment pursuant to this subsequent agreement is
conditioned on stockholder approval, among other customary
conditions.
Upon closing of the initial $1.3 million investment, HiTron will
have the right to appoint two nominees to the Company’s board of
directors, subject to certain conditions. Upon closing of the
subsequent $8.7 million investment, HiTron will have the right to
appoint additional nominees in proportion to its equity interest,
subject to certain conditions.
Request for Subsequent Extension to
Nasdaq Hearings Panel
As previously disclosed, the Nasdaq Hearings Panel granted an
extension through November 14, 2024 to continue the Company’s
listing subject to the Company evidencing compliance with all
applicable criteria for continued listing on The Nasdaq Capital
Market. As of September 30, 2024, the Company did not meet the
continued listing requirement related to stockholders’ equity,
primarily due to the litigation accrual described below. However,
the Company believes it will be in pro forma compliance with the
stockholders’ equity requirement once the $1.3 million sale to
HiTron closes. Therefore, the Company has requested an additional
extension through December 17, 2024. We cannot provide any
assurance as to whether the Panel will grant the extension or, if
granted, whether we can adequately demonstrate to the Panel’s
satisfaction that we have regained, and will be able to maintain,
compliance with the continued listing standards in order to avoid
delisting.
Third Quarter 2024 Financial
Results
Cash Position: Cash and cash equivalents were $0.3
million as of September 30, 2024, as compared to $0.8 million as of
December 31, 2023. The Company believes that its cash and cash
equivalents are insufficient to continue to fund operations and
additional funding is needed in the very near term.
General and Administrative (G&A) Expense: General and
administrative expenses were $1.46 million for the quarter ended
September 30, 2024, as compared to $2.4 million for the quarter
ended September 30, 2023. The decrease in G&A expense of $0.2
million for the three months ended September 30, 2024 was mostly
due to lower expenses as a result of reduced operations and higher
costs in 2023 resulting from the separation costs of former
employees.
Litigation legal expense: The increase of $1.1 million
for the three months ended September 30, 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 will receive gross proceeds of
$1.5 million from closing the sale of 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 $1.1 million for
the quarter ended September 30, 2024, as compared to a net loss of
$5.3 million for the quarter ended September 30, 2023. The decrease
in net loss of $4.2 million was primarily driven by the $1.5
million of revenue from the Asset Purchase Agreement, the $2
million loss incurred in 2023 from the write down of its investment
in convertible bonds, and the reduction of payroll and operating
costs due to reduced operations.
Going Concern: Management believes that the Company’s
existing cash and cash equivalents is not sufficient to continue to
fund operations. 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 is needed in very near term to pay expenses,
fund the ongoing exploration of strategic alternatives and pursue
any alternatives that may be identified. The Company needs to raise
capital to fund its operations. 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.
EXICURE, INC. UNAUDITED
CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except share
and per share data)
September 30,
2024
December 31,
2023
ASSETS
Current assets:
Cash and cash equivalents
$
343
$
816
Accounts receivable
—
—
Other receivable
1,350
15
Prepaid expenses and other current
assets
907
1,193
Total current assets
2,600
2,024
Property and equipment, net
33
54
Right-of-use asset
5,926
6,517
Other noncurrent assets
2,072
2,985
Total assets
$
10,631
$
11,580
LIABILITIES AND STOCKHOLDERS’
EQUITY
Current liabilities:
Accounts payable
1,337
1,631
Accrued expenses and other current
liabilities
2,318
879
Total current liabilities
3,655
2,510
Lease liability, noncurrent
5,431
6,039
Total liabilities
9,086
8,549
Commitments and Contingencies (Note
12)
Stockholders’ equity:
Preferred stock, $0.0001 par value per
share; 10,000,000 shares authorized, no shares issued and
outstanding, September 30, 2024 and December 31, 2023
—
—
Common stock, $0.0001 par value per share;
200,000,000 shares authorized, 2,172,323 issued and outstanding,
September 30, 2024; 1,832,988 issued and outstanding, December 31,
2023*
—
—
Additional paid-in capital
193,628
192,594
Accumulated deficit
(192,083
)
(189,563
)
Total stockholders' equity
1,545
3,031
Total liabilities and stockholders’
equity
$
10,631
$
11,580
* reflects a one-for-five (1:5) reverse
stock split effected on August 27, 2024
EXICURE, INC. UNAUDITED
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands,
except share and per share data)
Three Months Ended
September 30,
Nine Months Ended
September 30,
2024
2023
2024
2023
Revenue:
Revenue
$
—
$
—
$
500
$
—
Total revenue
—
—
500
—
Operating expenses:
Research and development expense
—
—
—
1,423
General and administrative expense
1,434
2,397
4,005
11,155
Litigation legal expense
1,138
—
1,138
—
Loss from sale of property and
equipment
—
920
—
920
Total operating expenses
2,572
3,317
5,143
13,498
Operating income (loss)
(2,572
)
(3,317
)
(4,643
)
(13,498
)
Other income (expense), net:
Dividend income
—
(2,000
)
—
(2,000
)
Interest income
—
13
5
45
Interest expense
1
4
7
28
Other income
(12
)
—
(18
)
—
Other expense
1,500
44
2,137
(0.002
)
Total other income (expense), net
1,489
(1,939
)
2,131
(1,929
)
Net income (loss) before provision for
income taxes
(1,083
)
(5,256
)
(2,512
)
(15,427
)
Provision for income taxes
(8
)
—
(8
)
—
Net income (loss)
$
(1,091
)
$
(5,256
)
$
(2,520
)
$
(15,427
)
Basic and diluted loss per common share
*
$
(0.57
)
$
(3.04
)
$
(1.36
)
$
(9.89
)
Weighted-average basic and diluted common
shares outstanding *
1,899,412
1,730,104
1,855,286
1,559,868
* reflects a one-for-five (1:5) reverse
stock split effected on August 27, 2024
View source
version on businesswire.com: https://www.businesswire.com/news/home/20241114173277/en/
Media Contact: Josh Miller 847-673-1700
media@exicuretx.com
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