XCUR.NASDAQExicure, INC

10-Q: Exicure Inc. Reports First Quarter 2024 Results Amidst Strategic Review and Going Concern Uncertainty

Sentiment:

Quarterly Report


Exicure Inc.'s first quarter 2024 results reveal a company in transition, with a focus on strategic alternatives and facing substantial doubt about its ability to continue as a going concern.

Delay expectedThe company received a delinquency notification for not filing its Annual Report Form 10-K for the year ended December 31, 2023, which resulted in a delisting determination from Nasdaq.
Capital raiseThe company states that substantial additional financing will be needed in the very near term to fund its operations.The company expects to seek financing through equity offerings.The company acknowledges that it may be difficult to obtain financing given its current condition and uncertainty over its future direction.
Worse than expectedThe company's financial results are worse than expected due to the substantial doubt about its ability to continue as a going concern.The company's cash position is critically low and insufficient to fund operations.The company has received a delisting determination from Nasdaq.

Summary

  • Exicure Inc. reported a net loss of $829,000 for the first quarter of 2024, compared to a net loss of $4.4 million for the same period in 2023.
  • The company's revenue for the quarter was $500,000, stemming from a patent license agreement.
  • Research and development expenses were $0, reflecting the suspension of preclinical activities and halting of all research and development.
  • General and administrative expenses decreased to $1.3 million from $3.1 million in the prior year period.
  • The company's cash and cash equivalents stood at $366,000 as of March 31, 2024, and have decreased to approximately $200,000 as of May 31, 2024.
  • Exicure is exploring strategic alternatives, including potential transactions in industries unrelated to its historical operations.
  • The company has substantial doubt about its ability to continue as a going concern due to insufficient cash and the need for substantial additional financing in the very near term.
  • Exicure is attempting to redeem $2.09 million in convertible notes receivable, but there is no assurance of success.

Sentiment

Score: 2

Explanation: The document expresses significant concerns about the company's financial viability, its ability to continue as a going concern, and its compliance with Nasdaq listing requirements. The company's shift in strategy and the uncertainty surrounding its future direction contribute to a very negative sentiment.

Positives

  • The company's net loss decreased significantly year-over-year.
  • Exicure generated revenue from a patent license agreement.
  • Operating expenses were significantly reduced due to the suspension of research activities and cost-cutting measures.

Negatives

  • The company has substantial doubt about its ability to continue as a going concern.
  • Exicure's cash reserves are critically low.
  • The company is heavily reliant on securing additional financing in the very near term.
  • There is no assurance that the company will be able to redeem its investment in convertible notes receivable.
  • The company has received a delisting determination from Nasdaq and is appealing the decision.
  • The company has material weaknesses in its internal control over financial reporting.

Risks

  • The company's exploration of strategic alternatives may not be successful.
  • Exicure may not be able to obtain the substantial additional funding needed to continue operations.
  • The company may not be able to redeem its investment in convertible notes receivable.
  • The company's controlling stockholders and management have limited experience with U.S. public companies.
  • There is a risk of further turnover in the board and senior management.
  • The company may be delisted from Nasdaq.
  • Exicure has a history of losses and may never achieve profitability.
  • The company's internal computer systems are vulnerable to security breaches.
  • The company's operations are concentrated in one location, posing a risk of disruption.
  • The company has material weaknesses in its internal control over financial reporting.
  • The company's stock price is highly volatile.
  • The company's ability to use net operating loss carryforwards may be limited.

Future Outlook

The company's future is highly uncertain, dependent on securing substantial additional financing and the success of its strategic review. The company is exploring transactions in industries unrelated to its historical operations. There is substantial doubt about the company's ability to continue as a going concern.

Management Comments

  • Management believes that, given the Company's current cash position, operating plans and forecasted negative cash flows from operating activities over the next twelve months, there is substantial doubt about the Company's ability to continue as a going concern within one year after the date these financial statements are issued.
  • Management believes that the Company's existing cash and cash equivalents are insufficient to continue to fund its operating expenses and additional funding is needed in the very near term.
  • Management has discussed the development and selection of these critical accounting estimates with the Audit Committee of our Board of Directors.

Industry Context

The company's shift away from its historical biotechnology focus and exploration of strategic alternatives in unrelated industries reflects a significant change in direction, potentially driven by financial constraints and the need to find a viable path forward. This is not typical for a company in the biotechnology sector, which usually focuses on its core technology and market.

Comparison to Industry Standards

  • Exicure's decision to halt research and development and explore strategic alternatives outside of its core industry is highly unusual for a biotechnology company, which typically focuses on developing its pipeline.
  • The company's cash position is significantly below that of comparable early-stage biotech companies, which typically have several years of cash runway.
  • The company's lack of revenue and reliance on external financing is also typical of early-stage biotech companies, but the level of uncertainty about its future is much higher than most.
  • The company's delisting notice from Nasdaq is a significant negative event, as most biotech companies strive to maintain their listing to access capital markets.
  • The company's material weaknesses in internal controls are also a concern, as most public companies are expected to have robust internal controls.

Legal Proceedings

  • The company is involved in a securities class action lawsuit and multiple shareholder derivative lawsuits.
  • A former employee has filed a complaint against the company and its executives.
  • The company received a notice letter from Northwestern University alleging breach of license agreements, which were subsequently terminated.

Related Party Transactions

  • The company paid Alta Companies LTD $218 for a consulting fee related to the September 2022 PIPE closing. Paul Kang, a director and CEO of the company, is the President of Alta.
  • The company received a loan of $700 from DGP, a related party.

Stakeholder Impact

  • Shareholders face significant risk of losing their investment due to the company's financial instability and potential delisting.
  • Employees face uncertainty about their job security due to the company's financial difficulties and potential restructuring.
  • Customers and suppliers are likely to be impacted by the company's uncertain future and potential cessation of operations.
  • Creditors face the risk of not being repaid due to the company's financial difficulties.

Next Steps

  • The company will continue to explore strategic alternatives.
  • The company will attempt to redeem its investment in convertible notes receivable.
  • The company will seek additional financing to fund its operations.
  • The company will appeal the Nasdaq delisting determination.
  • The company will hold its annual meeting by June 28, 2024.
  • The company will remediate the material weaknesses in its internal control over financial reporting.

Key Dates

DateDescription
2020-07-01Commencement date of the Chicago office lease.
2021-12-16Date of registered direct offering.
2022-09-26Date of securities purchase agreement with CBI USA, Inc.
2023-02-24Closing date of the private placement with CBI USA, Inc.
2023-05-04Date of sublease agreement with Cyclopure, Inc.
2023-06-23DGP Co., Ltd. acquired shares from CBI USA, Inc.
2024-02-05Date of patent license agreement for cavrotolimod.
2024-03-31End of the first quarter of 2024.
2024-05-03Date of promissory note with individual investor.
2024-06-03Date of promissory note with DGP Co., Ltd.
2024-06-10Date of outstanding shares count.
2024-06-28Deadline to file third amended complaint in Colwell case.
2024-06-28Deadline to hold annual meeting.
2024-06-30Expected closing date for DGP Co., Ltd. share sale.
2024-07-09Date of Nasdaq delisting appeal hearing.
2024-07-23Status hearing for Colwell case.
2024-08-27Deadline for motion to dismiss in Colwell case.
2024-09-09Deadline to cure Nasdaq minimum bid price deficiency.
2024-10-08Deadline for response to motion to dismiss in Colwell case.
2024-11-05Deadline for reply to motion to dismiss in Colwell case.

Keywords

strategic alternatives, going concern, capital raise, delisting, biotechnology, patent license, convertible notes, financial results, internal controls, Nasdaq

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