Exicure, Inc. Files 2023 Annual Report

TL;DR

Exicure dropped its 2023 10-K. Check financials.

AI Summary

Exicure, Inc. filed its 2023 10-K on June 6, 2024, reporting its financial performance for the fiscal year ending December 31, 2023. The company, previously known as Max-1 Acquisition Corp, is based in Chicago, Illinois, and operates in the pharmaceutical preparations sector. The filing details its financial statements and business operations for the period.

Why It Matters

This 10-K filing provides investors and stakeholders with a comprehensive overview of Exicure's financial health and operational performance for the fiscal year 2023, crucial for investment decisions.

Risk Assessment

Risk Level: medium — As a pharmaceutical company, Exicure faces inherent risks related to drug development, regulatory approvals, and market competition.

Key Numbers

• 2023-12-31 — Fiscal Year End (Reporting period for the 10-K)
• 2024-06-06 — Filing Date (Date the 10-K was submitted to the SEC)

Key Players & Entities

• EXICURE, INC. (company) — Filer
• Max-1 Acquisition Corp (company) — Former company name
• 2023-12-31 (date) — Fiscal year end
• 20240606 (date) — Filing date
• 2834 (industry_code) — Standard Industrial Classification (Pharmaceutical Preparations)
• 001-39011 (sec_file_number) — SEC File Number

FAQ

Key Financial Figures

• $0.0001 — ) of the Act: Common Stock, par value $0.0001 per share XCUR The Nasdaq Stock Marke
• $1.31 — .8 million, based on a closing price of $1.31 per share of the registrant's common st
• $1.60 — of Common Stock, at a purchase price of $1.60 per share. The private placement closed

Filing Documents

• xcur-20231231.htm (10-K) — 1541KB
• exicureexhibit231123123.htm (EX-23.1) — 3KB
• exicureexhibit232123123.htm (EX-23.2) — 2KB
• exicureexhibit311-123123.htm (EX-31.1) — 8KB
• exicureexhibit312-123123.htm (EX-31.2) — 8KB
• exicureexhibit321-123123.htm (EX-32.1) — 8KB
• exicureexhibit97.htm (EX-97) — 29KB
• 0001698530-24-000051.txt ( ) — 8434KB
• xcur-20231231.xsd (EX-101.SCH) — 71KB
• xcur-20231231_cal.xml (EX-101.CAL) — 91KB
• xcur-20231231_def.xml (EX-101.DEF) — 267KB
• xcur-20231231_lab.xml (EX-101.LAB) — 827KB
• xcur-20231231_pre.xml (EX-101.PRE) — 563KB
• xcur-20231231_htm.xml (XML) — 1015KB

Risk Factors

Item 1A. Risk Factors 11

Unresolved Staff Comments

Item 1B. Unresolved Staff Comments 22

Cybersecurity

Item 1C. Cybersecurity 23

Properties

Item 2. Properties 23

Legal Proceedings

Item 3. Legal Proceedings 23

Mine Safety Disclosures

Item 4. Mine Safety Disclosures 24 PART II

Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 25

[Reserved]

Item 6. [Reserved] 26

Management's Discussion and Analysis of Financial Condition and Results of Operations

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations 27

[Reserved]

Item 7A. [Reserved] 36

Financial Statements and Supplementary Data

Item 8. Financial Statements and Supplementary Data 37

Changes in and Disagreements With Accountants on Accounting and Financial Disclosure

Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure 81

Controls and Procedures

Item 9A. Controls and Procedures 81

Other Information

Item 9B. Other Information 82

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 82 PART III

Directors, Executive Officers and Corporate Governance

Item 10. Directors, Executive Officers and Corporate Governance 83

Executive Compensation

Item 11. Executive Compensation 85

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 89

Certain Relationships and Related Transactions, and Director Independence

Item 13. Certain Relationships and Related Transactions, and Director Independence 90

Principal Accounting Fees and Services

Item 14. Principal Accounting Fees and Services 92 PART IV

Exhibits and Financial Statement Schedules

Item 15. Exhibits and Financial Statement Schedules 94

Form 10-K Summary

Item 16. Form 10-K Summary 96

Signatures

Signatures 97 3 Table of Contents CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Annual Report on Form 10-K, including the sections titled "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations," contains express or implied "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. All statements other than statements of historical fact contained in this Annual Report on Form 10-K are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as "may," "could," "will," "would," "should," "expect," "plan,", "anticipate," "believe," "estimate," "intend," "predict," "seek," "contemplate," "project," "continue," "potential," "ongoing" or the negative of these terms or other comparable terminology. Forward-looking statements also include the assumptions underlying or relating to such statements. Although we believe that the expectations reflected in the forward-looking statements contained herein are reasonable, such expectations or any of the forward-looking statements may prove to be incorrect and actual results could differ materially from those projected or assumed in the forward-looking statements. Our future financial condition and results of operations, as well as any forward-looking statements, are subject to inherent risks and uncertainties, including, but not limited to, the risk factors set forth in Part I, Item 1A "Risk Factors" below and for the reasons described elsewhere in this Annual Report on Form 10-K. All forward-looking statements and reasons why results may differ included in this report are made as of the date hereof and we do not intend to update any forward-looking statements except as required by law. These forward-looking statements include, but are not limited to, statem

Business

Item 1. Business. Overview Historically, we have been an early-stage biotechnology company focused on developing nucleic acid therapies targeting ribonucleic acid against validated targets. In September 2022, we announced a significant reduction in force, suspension of preclinical activities and halting of all research and development, and that we were exploring strategic alternatives to maximize stockholder value. While the foregoing efforts are continuing, with respect to the Company's historical assets, we do not expect they will generate significant value for stockholders. Therefore, we are engaging 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. We are exploring transactions in industries unrelated to our historical operations. Because we currently have no source of revenue or committed financing, we will require substantial additional funding in the very near term in order to satisfy existing obligations, continue operations and our exploration of strategic alternatives and consummate any transactions that we may identify. Recent Developments Restructuring On December 10, 2021, we announced a strategic reduction in force and other cost cutting measures to reduce cash burn. On September 26, 2022, we announced our commitment to a plan to wind down our existing preclinical programs, including the development of our SCN9A program, to suspend all of our research and development ("R&D") activities, including suspension of all partnered programs, and to implement a reduction in force whereby we reduced approximately 66% of our then-existing workforce, as well as other cost-cutting measures (collectively, the "Plan"). The purpose of the Plan was to decrease expenses, thereby, extending our cash runway, and enable us to maintain a streamlined organization to support key corporate functions. Change of C

Risk Factors

Item 1A. Risk Factors. In addition to other information contained in this Annual Report on Form 10-K, the following risks should be considered in evaluating our business and future prospects and an investment in our common stock. The risks and uncertainties described below are not the only ones we face. If any of the following risks and uncertainties develops into actual events, our business, financial condition, results of operations and cash flows could be materially adversely affected. In that case, the price of our common stock could decline and you may lose all or part of your investment. Risks Related to Our Business Our exploration of strategic alternatives may not be successful. Given the Company's current focus to explore growth through strategic transactions with potential partners, the Company's ability to execute its current business plan depends on its ability to obtain additional funding via a strategic transaction or a series of strategic transactions, or to obtain funding to support such a transaction. We currently have no source of revenues or committed financing, and our financial resources are limited to our cash and cash equivalents. Substantial additional funding is needed in the very near term. With respect to our efforts to maximize value from historical assets, while those efforts are continuing, based on the interest we have received to date we do not think it is likely they will generate significant value. The Company plans to continue actively pursuing strategic alternatives, however, there can be no assurance that the Company will have sufficient resources or obtain additional financing necessary to complete this effort. Even if we do have such resources or can obtain financing, we may not be able to consummate such a transaction in a timely manner or at all or in a manner that would not adversely impact our business. The accompanying financial statements do not include any adjustments that might result from the outcome of this unce

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