CBI USA & DGP Amend Exicure Stake Filing

TL;DR

CBI USA & DGP filed 13D/A for Exicure, Inc. - looks like a change in control/disposition.

AI Summary

CBI USA, Inc. and DGP Co., Ltd. filed an amendment (No. 11) to their Schedule 13D on March 4, 2024, regarding their holdings in Exicure, Inc. The filing indicates a change in the reporting persons' control or disposition of securities. Kyungwon Oh, CEO of CBI USA, Inc. and DGP Co., Ltd., is listed as the contact person.

Why It Matters

This amendment signals a potential shift in the ownership structure or strategic intentions of significant shareholders in Exicure, Inc., which could impact the company's stock price and future direction.

Risk Assessment

Risk Level: medium — Amendments to Schedule 13D often indicate significant changes in a company's ownership or strategy, which can introduce volatility.

Key Players & Entities

• CBI USA, Inc. (company) — Reporting Person
• DGP Co., Ltd. (company) — Reporting Person
• Exicure, Inc. (company) — Issuer
• Kyungwon Oh (person) — CEO and contact person
• Jonathan Park (person) — Contact person at Baker & Hostetler LLP

FAQ

Key Financial Figures

• $0.0001 — me of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securiti
• $1.32 — ation of 6 billion Korean Won (equal to $1.32 per share as of February 29, 2024), wit

Filing Documents

• d799381dsc13da.htm (SC 13D/A) — 44KB
• d799381dex991.htm (EX-99.1) — 15KB
• d799381dex992.htm (EX-99.2) — 12KB
• 0001193125-24-058072.txt ( ) — 72KB

is

Item 4 is supplemented as follows: The Reporting Persons believe that, as a result of the changes to the composition of the Companys board of directors in August and September of 2023, the board appropriately represents their interests as substantial stockholders and the interests of all stockholders of the Company. At this time, the Reporting Persons expect to continue to work with the board to seek financing and attempt to cure outstanding deficiencies with Nasdaq listing requirements and SEC reporting requirements. Item5. Interest in Securities of the Issuer

is supplemented as follows

Item 5 is supplemented as follows: On February 29, 2024, in connection with the DGP Sale (as reported in Item 6), DGP transferred its interest in 340,000 shares of Common Stock to OverdigmK. As a result, as of February 29, 2024, DGP beneficially owns (with sole voting power) 3,060,000 shares of Common Stock representing 35.4% of the outstanding shares of Common Stock, and CBI USA beneficially owns (with sole voting and dispositive power) 818,299 shares of Common Stock representing 9.5% of the outstanding shares of Common Stock. The Reporting Persons as a group beneficially own 44.8% of the outstanding shares of Common Stock as of such date. The percentage Item6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

is supplemented as follows

Item 6 is supplemented as follows: On February 29, 2024, DGP and OverdigmK Co., Ltd., a Republic of Korea listed company (OverdigmK), entered into a stock purchase agreement (the DGP Sale Agreement), a translated copy of which is attached hereto as an Exhibit, pursuant to which DGP agreed to sell all of its 3,400,000 shares of Common Stock to OverdigmK for a total consideration of 6 billion Korean Won (equal to $1.32 per share as of February 29, 2024), with 10% of the sale closing on such date and the remaining 90% of the sale to close by or on June 30, 2024 (the DGP Sale). On the same date, in connection with the DGP Sale, the Reporting Persons entered into a stock loan agreement (the Loan Agreement), a translated copy of which is attached hereto as an Exhibit, pursuant to which CBI USA loaned 340,000 shares of Common Stock to DGP (the Stock Loan, and such loaned shares, the Loaned CBI USA Shares). For administrative reasons to facilitate a timely initial closing, DGP initially delivered the Loaned CBI USA Shares to OverdigmK in exchange for 10% of the total consideration, and the Reporting Persons plan to settle the Stock Loan when OverdigmK pays the remaining 90% of the total consideration by or on June 30, 2024. Item7. Material to be Filed as Exhibits. Item 7 is supplemented by adding the following exhibits: Exhibit No. Name 1. Stock Purchase Agreement of DGP* 2. Stock Loan Agreement between the Reporting Persons* * English language provisions are a translation.

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned hereby certifies that the information set forth in this statement is true, complete and correct. Date: March 4, 2024 CBI USA, INC. By: /s/ Kyungwon Oh Name: Kyungwon Oh Title: Chief Executive Officer DGP Co., Ltd. By: /s/ Kyungwon Oh Name: Kyungwon Oh Title: Chief Executive Officer

View Full Filing

View this SC 13D/A filing on SEC EDGAR