Workflow
Exicure(XCUR)
icon
Search documents
New Burixafor Clinical Data to be Presented as an Oral Presentation at the 2025 ASH Annual Meeting
Globenewswire· 2025-11-03 14:00
Core Insights - Exicure, Inc. announced that results from its Phase 2 study of burixafor will be presented at the 67th ASH Annual Meeting in December 2025 [1][2] - Burixafor is a small molecule CXCR4 antagonist aimed at mobilizing hematopoietic progenitor cells for transplantation in multiple myeloma patients [2][5] Study Details - The Phase 2 trial (NCT05561751) is an open-label, multicenter study assessing burixafor in patients undergoing autologous hematopoietic cell transplantation [2][4] - The combination of burixafor, G-CSF, and propranolol showed an excellent safety profile, with 18 out of 19 patients proceeding to transplantation [3][4] Presentation Information - The oral presentation will take place on December 8, 2025, at 5:45-6:00pm EST, featuring Dr. Jack Khouri as the presenter [4] Product Information - Burixafor (GPC-100) is designed to enhance the mobilization of hematopoietic stem cells from the bone marrow into peripheral blood for autologous stem cell transplant procedures [5] - The drug is also being explored for use in other diseases, including sickle cell disease and acute myeloid leukemia [5][6] Company Overview - Exicure, Inc. is a clinical-stage biotechnology company focused on developing therapies for hematologic diseases, with burixafor as its lead program [6]
Exicure Highlights Recent Achievements and Near-term Strategic Priorities
Globenewswire· 2025-10-06 11:00
Core Insights - Exicure, Inc. is advancing its lead program, burixafor (GPC-100), with a Phase 2 trial in multiple myeloma nearing key clinical readout and plans for expansion into sickle cell disease and acute myeloid leukemia [1][2] Phase 2 Trial in Multiple Myeloma - The ongoing Phase 2 study (NCT05561751) is a randomized, open-label, multicenter trial evaluating burixafor as a CXCR4 antagonist in autologous stem cell transplant for multiple myeloma [2][3] - Interim results show 100% of patients (10/10) achieved the primary endpoint of successful CD34+ stem cell mobilization, including those previously treated with daratumumab [3] - Burixafor demonstrates faster mobilization kinetics and a well-tolerated safety profile, allowing same-day administration of the mobilizing agent and leukapheresis, unlike FDA-approved agents requiring overnight pre-treatment [3] Upcoming Milestones - The final patient completed their last study visit in August, and the clinical database is locked, with topline data expected in Q4 2025 [4] - A full data publication from the ongoing Phase 2 trial is anticipated in 2026, alongside a publication from a previous Phase 2 study currently under peer review [5] Expansion into New Indications - Exicure is preparing to expand burixafor into sickle cell disease and acute myeloid leukemia (AML) [6][11] - Discussions are ongoing with key clinicians for an investigator-sponsored trial in sickle cell disease to improve stem cell mobilization during gene editing and autologous transplant [7] - A Phase 1 chemosensitization study in AML is planned, leveraging burixafor's ability to mobilize tumor cells from bone marrow niches to enhance chemotherapy efficacy [7] Leadership Appointments - New leadership appointments include Josephine (Pina) Cardarelli, Ph.D. as President and Chief Scientific Officer, bringing extensive drug development experience [7][8] - Niña Caculitan, Ph.D. has been appointed Head of Clinical, overseeing various clinical development activities [9] - Devki Sukhtankar, Ph.D. joins as Head of Preclinical Research and Translational Medicine, focusing on integrating clinical data and advancing the pipeline [10]
MODD, GALT, XCUR, PEPG, BSGM Stocks Pop After Hours On Clinical Updates And Strategic Moves
RTTNews· 2025-09-12 04:37
Group 1: Modular Medical Inc. (MODD) - Modular Medical Inc. experienced a significant stock price increase of 30.68% to $0.9150 after completing a clinical study for its MODD1 insulin pump, which aims to simplify diabetes management [1] - The company plans to submit its Pivot pump product to the FDA for clearance in October 2025 [1] - Insider activity has been notable, with executives purchasing over $500,000 worth of shares, contributing to heightened trading volume of over 4.5 million shares, significantly above the average of around 200,000 [2] Group 2: Galectin Therapeutics Inc. (GALT) - Galectin Therapeutics Inc. saw its stock rise over 14% to $6.78, continuing a remarkable year-to-date gain of over 360% [3] - The company reached a new 52-week high of $5.99 during intraday trading on September 11, 2025 [3] - CEO Joel Lewis indicated ongoing analysis of additional biomarkers for their lead candidate, belapectin, which is designed to treat MASH cirrhosis and portal hypertension [4] Group 3: Exicure Inc. (XCUR) - Exicure Inc. shares rose 11.11% to $4.00, despite no new company-specific news, indicating speculative interest or technical momentum [5] - The company reported a second-quarter net loss of $2.6 million, wider than the $0.6 million loss in Q2 of 2024, primarily due to higher operating expenses from the acquisition of GPCR USA [6] - Exicure is pursuing new clinical directions, including a completed Phase 2 study of GPC-100 for stem cell mobilization in multiple myeloma patients [6] Group 4: PepGen Inc. (PEPG) - PepGen Inc. rebounded 6.67% to $1.44 after a previous decline, with the movement likely driven by technical factors or speculative interest [6] - The company has shifted focus to PGN-EDODM1 for treating myotonic dystrophy type 1 (DM1) after discontinuing its Duchenne muscular dystrophy program [7] - The FREEDOM-DM1 trial is currently underway, with topline data expected in early Q4 2025, which is considered a key near-term catalyst [8] Group 5: BioSig Technologies Inc. (BSGM) - BioSig Technologies Inc. closed at $6.10 with a sharp gain of 37.08%, followed by a 4.09% rise in after-hours trading to $6.35 [8] - The company has officially rebranded as Streamex Corp., effective September 12, 2025, and will trade under the new ticker symbol "STEX" [8] - The rebranding follows a merger with Streamex Exchange Corp., marking a strategic pivot towards real-world asset tokenization, including an exclusive partnership with Monetary Metals for tokenized, yield-bearing gold products [9]
Exicure(XCUR) - 2025 Q2 - Quarterly Report
2025-08-08 20:21
Financial Performance - Total revenue for the six months ended June 30, 2025, was $0, down from $500,000 in the same period of 2024[22] - Operating expenses for the three months ended June 30, 2025, were $2,509,000, compared to $1,235,000 for the same period in 2024, reflecting a 103% increase[22] - Net loss for the three months ended June 30, 2025, was $2,621,000, compared to a net loss of $600,000 for the same period in 2024[22] - The company reported a comprehensive loss of $2,520,000 for the three months ended June 30, 2025[24] - As of June 30, 2025, Exicure, Inc. reported a net income of $389,000, a significant improvement compared to a net loss of $1,429,000 for the same period in 2024[33] - The company experienced a net cash used in operating activities of $3,880,000 for the six months ended June 30, 2025, compared to $1,616,000 for the same period in 2024, indicating increased cash outflow[33] - The Company reported total revenues of $0 for the three months ended June 30, 2025, compared to $50,000 for the same period in 2024[101] - The Company incurred a net loss of $2,621,000 for the three months ended June 30, 2025, compared to a net loss of $600,000 for the same period in 2024[105] Assets and Liabilities - Total assets increased to $18,738,000 as of June 30, 2025, compared to $15,056,000 on December 31, 2024, representing a 24% increase[20] - Cash and cash equivalents decreased to $7,858,000 from $12,508,000, a decline of 37%[20] - Accumulated deficit increased to $198,875,000 as of June 30, 2025, from $199,264,000 on December 31, 2024[20] - Stockholders' equity rose to $8,863,000 as of June 30, 2025, up from $6,772,000 at the end of 2024, marking a 31% increase[20] - Exicure's cash, cash equivalents, and restricted cash decreased to $7,858,000 by the end of June 2025, down from $12,508,000 at the beginning of the period[33] - The total purchase price consideration for the acquisition of GPCR USA was $7,881,000, which included $1,635,000 in cash, $500,000 in equity consideration, and $5,246,000 in fair value of contingent consideration[64] - The liabilities assumed during the acquisition amounted to $1,410,000, which included accounts payable of $606,000 and accrued expenses of $92,000[67] Research and Development - Research and development expenses for the six months ended June 30, 2025, totaled $1,743,000, with no expenses reported in the same period of 2024[22] - Research and development expenses for the six months ended June 30, 2025, were $1,743,000, while general and administrative expenses were $3,731,000, compared to $0 and $2,570,000, respectively, for the same period in 2024[101] - GPCR USA is conducting a Phase 2 clinical trial involving GPC-100 for blood cancer patients, with results expected to be announced in Q4 2025[41] Strategic Alternatives and Uncertainties - The company has substantial uncertainties regarding its ability to raise additional capital needed to fund operations and strategic alternatives[13] - The company is exploring strategic alternatives, including private company acquisitions and raising additional capital, to maximize stockholder value[38] - As of June 30, 2025, Exicure's management expressed substantial doubt about the company's ability to continue as a going concern without additional financing[51] Acquisitions and Agreements - The company acquired GPCR Therapeutics USA Inc. for $1,600,000, which included the purchase of 6,000,000 common shares[39] - Exicure entered into a License and Collaboration Agreement with GPCR, requiring an initial payment of $500,000 and milestone payments based on clinical trial achievements[40] - Goodwill recorded from the acquisition was $3,340,000, representing the excess of the purchase price over the net fair value of identifiable assets acquired[59] Legal and Compliance - A settlement of $5,625 million was approved in a securities class action lawsuit, fully covered by insurance[112] - The Company is involved in ongoing litigation, including a complaint from a former employee, which is currently in the discovery phase[118] - The Company accrued $411,000 in penalties due to not filing a registration statement by the Filing Deadline, as per the Registration Rights Agreements[96] Shareholder Information - The weighted-average basic common shares outstanding increased to 6,317,744 as of June 30, 2025, from 1,730,242 as of June 30, 2024[105] - As of June 30, 2025, the Company had 6,317,793 shares of Common Stock issued and outstanding, an increase from 6,026,841 shares as of December 31, 2024[87] - The Company executed two Debt for Equity Exchange Agreements on September 12, 2024, converting $300,000 and $700,000 of debt into 101,991 and 237,223 shares of Common Stock, respectively[85] - The Company entered into multiple Common Stock Purchase Agreements, including a sale of 2,900,000 shares to HiTron for $8,700,000 at $3.00 per share[90] - The Company had authorized 200,000,000 shares of Common Stock, with no preferred stock issued or outstanding as of June 30, 2025[86] Tax and Financial Reporting - The effective tax rate for the Company was 0% for the six months ended June 30, 2025, due to generated tax losses and a full valuation allowance against deferred tax assets[102] - The company has not yet adopted the new income tax disclosure standard (ASU 2023-09), which will be effective for fiscal years beginning after December 15, 2024[63] - The company plans to adopt the new comprehensive income reporting standard (ASU 2024-03) when it becomes effective in the fiscal year 2027[61] Miscellaneous - The company recorded depreciation and amortization expense of $132,000 for the six months ended June 30, 2025, compared to $14,000 for the same period in 2024[69] - The company’s total lease costs for the six months ended June 30, 2025, were $282,000, a decrease from $308,000 in the same period of 2024[79] - The Company has entered into a consulting agreement with Paul Kang, with payments of $12.5 million monthly starting February 2025[121] - The Company recorded an accrual of approximately $1,100 million for the unsatisfied portion of its self-insured retainer as of September 30, 2024[115]
Exicure(XCUR) - 2025 Q2 - Quarterly Results
2025-08-08 20:11
Financial Performance - The net loss for Q2 2025 was $2.6 million, compared to a net loss of $0.6 million in Q2 2024, indicating an increase in loss of approximately 333.3%[7] - The company reported no revenue for Q2 2025, consistent with Q2 2024, while total revenue for the six months ended June 30, 2025, remained at $0[17] - The company recognized a loss of $60,000 from the sale of fixed assets related to GPCR USA[6] Cash and Liquidity - Cash and cash equivalents decreased to $7.9 million as of June 30, 2025, from $12.5 million as of December 31, 2024, representing a decline of 36.8%[3] - Management indicated that existing cash is insufficient to fund operations, necessitating substantial additional financing in the short term[8] Expenses - Research and development expenses for Q2 2025 were $0.9 million, compared to $0 for Q2 2024, marking a significant increase due to the acquisition of GPCR Therapeutics USA Inc.[4] - General and administrative expenses rose to $1.5 million in Q2 2025, up from $1.2 million in Q2 2024, reflecting an increase of 25% primarily due to costs associated with the GPCR USA acquisition[5] Assets and Liabilities - Total assets increased to $18.7 million as of June 30, 2025, from $15.1 million as of December 31, 2024, representing a growth of 24.3%[14] - Total liabilities rose to $9.9 million as of June 30, 2025, compared to $8.3 million as of December 31, 2024, an increase of 19.5%[14] Strategic Direction - The company is exploring strategic alternatives to maximize stockholder value following its restructuring and acquisition activities[10]
Exicure(XCUR) - 2025 Q1 - Quarterly Report
2025-06-27 20:43
Financial Performance - The company reported no revenue for the three months ended March 31, 2025, down from $500,000 in the same period of 2024[21]. - Operating expenses for the first quarter of 2025 totaled $(2,949,000), compared to $1,336,000 in the first quarter of 2024, indicating a significant increase in expenses[21]. - Net income for the first quarter of 2025 was $3,010,000, a turnaround from a net loss of $(829,000) in the same period of 2024[21]. - Basic net income per common share was $0.49 for the first quarter of 2025, compared to a loss of $(0.48) per share in the first quarter of 2024[21]. - The Company achieved a segment net income of $3.01 million for the three months ended March 31, 2025, compared to a net loss of $829,000 in the same period of 2024[99]. - The Company incurred a pretax income for the three months ended March 31, 2025, but does not expect to end the fiscal year with pretax income[100]. Assets and Equity - Total assets increased to $20,680,000 as of March 31, 2025, compared to $15,056,000 on December 31, 2024, representing a 37.5% increase[19]. - Total stockholders' equity increased to $11,382,000 as of March 31, 2025, from $6,772,000 at the end of 2024, reflecting a 68.5% increase[19]. - Cash and cash equivalents decreased to $10,420,000 as of March 31, 2025, from $12,508,000 as of December 31, 2024, a decline of 16.7%[19]. - Cash and cash equivalents at the end of Q1 2025 were $10,420,000, down from $12,508,000 at the beginning of the period[30]. - As of March 31, 2025, the Company had cash equivalents totaling $5.03 million, measured using Level 1 inputs[107]. Acquisitions and Investments - The company acquired GPCR Therapeutics USA Inc. for $2,090,000, which is now a wholly owned subsidiary[37]. - The total purchase price for the acquisition of GPCR USA was $7.881 million, which includes $1.635 million in cash, $500,000 in equity consideration, and $5.246 million in fair value of contingent consideration[62]. - The assets acquired from GPCR USA totaled $9.291 million, including $3.784 million in intangible assets and $3.340 million in goodwill[65]. - The liabilities assumed in the acquisition amounted to $1.410 million, resulting in net assets acquired of $7.881 million[65]. - The Company recognized a right-of-use asset of $285,000 and a related lease liability of $712,000 on the date of the acquisition of GPCR USA[73]. Cash Flow and Expenses - Cash used in operating activities for Q1 2025 was $(1,598,000), compared to $(450,000) in Q1 2024[30]. - The company reported a net decrease in cash, cash equivalents, and restricted cash of $(2,088,000) for Q1 2025[30]. - Research and development expenses for the three months ended March 31, 2025, were $808,000, while general and administrative expenses were $2.2 million, up from $1.3 million in 2024[99]. - Operating lease costs for Q1 2025 were $146,000, compared to $143,000 in Q1 2024, indicating a slight increase[76]. - The company recorded cash payments for operating leases of $109,000 in Q1 2025, compared to $0 in Q1 2024[76]. Strategic Initiatives - The company is exploring strategic alternatives to maximize stockholder value, which may involve unexpected costs and liabilities[12]. - The company is exploring strategic alternatives, including private acquisitions and raising additional capital, to maximize stockholder value[36]. - The company plans to complete the administration of GPC-100 to 20 patients in a clinical trial by Q2 2025, with results expected in Q4 2025[39]. - The Company entered into a License and Collaboration Agreement with GPCR, which includes milestone payments and royalties based on clinical trial achievements[38]. - A new wholly-owned subsidiary, KC Creation Co., Ltd., was established in South Korea to explore growth strategies and collaborations[40]. Legal and Compliance - The company has substantial uncertainties regarding its ability to raise additional capital needed to fund operations and strategic alternatives[12]. - The company faces risks related to compliance with applicable laws and potential turnover of senior management, which could impact operations[16]. - The Company is involved in a securities class action settlement amounting to $5.625 million, which will be fully covered by insurance[111]. - The Company is currently engaged in settlement discussions regarding allegations of breaches of fiduciary duties and corporate waste, stemming from a Demand Letter sent on March 18, 2022[115]. - A former employee's complaint related to their separation from the Company is in the discovery phase, with a status conference held on February 11, 2025[116]. - The Company believes that the outcome of ordinary course litigation will not have a material adverse effect on its business, although litigation can incur defense and settlement costs[117]. Management and Compensation - The Company’s Chief Executive Officer, Andy Yoo, received a salary increase to $480, while Chief Financial Officer, Seung Ik Baik, saw an increase to $300, effective April 1, 2025[125]. - If terminated without cause, Mr. Yoo is entitled to 24 months' severance, while Mr. Baik is entitled to 12 months' severance[125]. Accounting and Reporting - The company plans to adopt the new accounting standard ASU 2024-03 for fiscal year 2027, which will require additional disclosures about specific expense categories[59]. - The company is currently evaluating the impact of ASU 2023-09 on its income tax disclosures, which will be effective for fiscal years beginning after December 15, 2024[61]. - The Company recorded a contingent consideration liability of $5.38 million as of March 31, 2025, reflecting a change in fair value of $136,000[109]. - The Company has agreed to pay liquidated damages of 0.5% of the aggregate amount invested by purchasers for any registration statement not filed within 90 days following the closing date[93]. - The Company is not required to provide certain market risk disclosures as a smaller reporting company[174].
Exicure(XCUR) - 2024 Q4 - Annual Report
2025-03-18 20:23
Financial Performance - Total revenue for the year ended December 31, 2024, was $500 million, compared to $0 in 2023[204]. - Net loss for 2024 was $9,701 million, a significant improvement from a net loss of $16,914 million in 2023, reflecting a reduction of about 43%[204]. - Basic and diluted loss per common share improved to $4.75 in 2024 from $10.55 in 2023[204]. - The total operating expenses for the Biotechnology segment were $12,732,000 for 2024, down from $14,996,000 in 2023[326]. Assets and Equity - Total assets increased to $15,056,000 in 2024 from $11,580,000 in 2023, representing a growth of 29%[201]. - Stockholders' equity improved to $6,772,000 in 2024, up from $3,031,000 in 2023, reflecting a 123% increase[201]. - Cash and cash equivalents rose significantly to $12,508,000 in 2024, compared to $816,000 in 2023, indicating a substantial increase in liquidity[201]. - Cash and cash equivalents at the end of 2024 were $12,508 million, up from $2,016 million at the end of 2023[210]. Liabilities and Deficits - The accumulated deficit increased to $199,264,000 in 2024 from $189,563,000 in 2023, showing a rise of approximately 5%[201]. - Current liabilities totaled $3,071,000 in 2024, compared to $2,510,000 in 2023, marking an increase of 22%[201]. - The company's accrued expenses and other current liabilities increased to $2,040 thousand in 2024 from $879 thousand in 2023, representing a 132.5% increase[264]. Strategic Initiatives - The company is exploring strategic alternatives to maximize stockholder value, which may involve unexpected costs and liabilities[15]. - The company plans to continue exploring strategic alternatives, including potential partnerships and acquisitions, to maximize stockholder value[215]. Risks and Concerns - The company has incurred significant losses and negative cash flows since inception, raising substantial doubt about its ability to continue as a going concern[194]. - The company anticipates significant expenses and negative cash flows in the foreseeable future, raising concerns about its ability to continue as a going concern[225]. - Future financial performance is subject to inherent risks and uncertainties, including macroeconomic conditions and potential management turnover[22]. Research and Development - Research and development expenses are charged as incurred, including employee-related expenses, third-party research costs, and lab supplies, indicating a significant ongoing investment in R&D[251]. Financing and Capital Structure - Additional financing will be necessary to support ongoing operations and strategic initiatives, with no assurance that such financing will be available[226]. - The company executed a promissory note for a loan of $300 thousand at 6.0% interest, due by May 3, 2025[281]. - The company executed another promissory note for a loan of $700 thousand at 6.0% interest, due by March 25, 2025[282]. - The company entered into two subscription agreements for convertible notes receivable totaling $2 million, with a yield to maturity of 4.5% per annum, maturing in May 2026[265]. Stock and Equity Transactions - A reverse stock split at a ratio of 1-for-5 was executed on August 27, 2024, affecting the outstanding shares[221]. - The company has 6,026,841 shares of common stock outstanding as of December 31, 2024, up from 1,832,988 shares in 2023, reflecting a 228.5% increase[286]. - The Company entered into a securities purchase agreement with CBI USA to issue 680,000 shares of Common Stock at $8.00 per share, resulting in gross proceeds of $5,440,000[296]. - The Company agreed to file a registration statement for the resale of shares sold under the Securities Purchase Agreement, with a commitment to keep it effective for two years[298]. Tax and Regulatory Matters - The effective income tax rate for the year ended December 31, 2024, was (0.1)%, attributed to the Company generating tax losses and a full valuation allowance against deferred tax assets[329]. - The Company has no unrecognized tax benefits as of December 31, 2024, and is subject to examination by tax authorities for the years 2020 through 2024[338]. Asset Management - The company recognized a right of use asset of $8,931 thousand and a lease liability of $8,147 thousand for its Chicago office lease, with an incremental borrowing rate of 8.3%[274]. - The company closed an asset purchase agreement on September 27, 2024, selling certain biotechnology intellectual property for gross proceeds of $1,500, with additional royalties and license fees expected over 10 years[356].
Exicure(XCUR) - 2024 Q4 - Annual Results
2025-03-18 20:09
Financial Performance - Cash and cash equivalents increased to $12.5 million as of December 31, 2024, compared to $0.8 million as of December 31, 2023[3] - The net loss for the year ended December 31, 2024, was $(9.7) million, an improvement from a net loss of $(16.9) million in 2023, a decrease of $7.2 million[8] - Total revenue for 2024 was $500,000, compared to no revenue in 2023[17] Expenses - Research and development expenses were $0 for the year ended December 31, 2024, down from $1.4 million in 2023, reflecting the halt of all R&D activities[4] - General and administrative expenses decreased to $5.4 million in 2024 from $11.7 million in 2023, a reduction of $6.3 million[5] Assets and Liabilities - Total assets increased to $15.1 million as of December 31, 2024, from $11.6 million in 2023[15] - The company reported a right-of-use asset impairment loss of $5.7 million in 2024[17] Going Concern - The company has substantial doubt about its ability to continue as a going concern due to insufficient cash to fund operations for the next 12 months[9] Strategic Alternatives - The company is exploring strategic alternatives to maximize stockholder value following a significant reduction in force and suspension of R&D activities[2] Shareholder Information - The weighted-average basic and diluted common shares outstanding increased to 2,043,278 in 2024 from 1,602,790 in 2023[17]
Exicure(XCUR) - 2024 Q3 - Quarterly Results
2024-11-14 21:18
Share Issuance and Financial Transactions - The Company has agreed to issue 43,333 shares of common stock at a price of $3.00 per share, totaling approximately $130,000[2] - The proceeds from the share purchase will be used for general corporate purposes and business development[11] - The Company is required to obtain Stockholder Approval for the transactions contemplated in the agreement[19] - The shares issued will be validly issued, fully paid, and nonassessable, free from any liens or encumbrances[21] - The Closing Date will occur as soon as regulatory approvals are obtained and conditions are satisfied[6] - The Company does not have any outstanding options or rights to purchase additional shares, except as disclosed in recent reports[23] - The Company will execute additional documents as necessary to consummate the transactions outlined in the agreement[10] - The Shares are being offered in a private placement and have not been registered under the Securities Act, meaning they cannot be resold without an effective registration statement or applicable exemption[50] - The Purchaser and its Affiliates beneficially own no shares of capital stock of the Company as of the date hereof, excluding the Shares or the First Tranche Shares[51] - The Purchaser acknowledges that the Shares will be acquired for its own account and not with a view to resale or distribution in violation of the Securities Act[56] - The Purchaser has the knowledge and experience in business and financial matters to evaluate the merits and risks of the investment in the Shares[57] - The Purchaser must provide an opinion of counsel to the Company for any transfer of Shares not pursuant to an effective registration statement or Rule 144[75] - The Lock-Up Period for the Purchasers is set at 90 days post-Closing Date, during which they cannot sell or transfer shares without prior written consent from the Company[65] - The Company may impose stop-transfer instructions on the Purchaser's shares to enforce the Lock-Up covenant[66] - The Purchasers will be entitled to designate directors proportional to their equity ownership of shares of Common Stock, provided they comply with Nasdaq Listing Rules[67] Corporate Compliance and Governance - The Company has filed all required reports with the SEC since January 1, 2023, ensuring compliance with the Exchange Act[25] - The Board of Directors has unanimously determined that the agreement is fair and in the best interests of the Company and its stockholders[4] - The Company is in good standing under Delaware law and has the requisite corporate power to conduct its business[18] - The Company has established a system of internal accounting controls to ensure transactions are executed in accordance with management's authorization[29] - The Company is in compliance with all provisions of the Sarbanes-Oxley Act of 2002[30] - The Company has maintained insurance covering its properties and operations, which is ordinary and customary for comparable companies[32] - The Company has paid all material taxes required through the date hereof, except for those being contested in good faith[31] - Since January 1, 2023, the Company has operated in compliance with applicable privacy and data protection laws[35] - The Company has not experienced any actual security incidents resulting in unauthorized access to personal data since January 1, 2023[35] - The Company has not been subject to any material litigation that could have a Material Adverse Effect[39] - There has been no material adverse change in the Company's financial condition or operating results since December 31, 2023[36] - The Company has not declared or paid any dividends or made any distributions on its capital stock since December 31, 2023[36] Indemnification and Liability - The Company agrees to indemnify Purchaser Indemnitees against all losses, liabilities, claims, damages, costs, fees, and expenses arising from the Company's breach of any representation, warranty, or covenant[76] - The indemnification provisions are the sole and exclusive remedy for Purchasers and Purchaser Indemnitees, except for actions seeking specific performance or in cases of fraud[82] - For six years post-Closing, the Company will indemnify current directors, officers, and employees against losses related to their service prior to the Closing[83] - The Company will maintain provisions in its bylaws regarding the elimination of liability and indemnification for directors and officers for at least six years after the Closing[84] - The Company must obtain non-cancellable D&O Insurance for a claims reporting period of at least six years post-Closing, with terms no less favorable than existing policies[85] - If the Company merges or consolidates, successors must assume the obligations set forth in the indemnification section[88] - The rights of Indemnified Persons under the indemnification section are in addition to any rights under the Company's bylaws or applicable law[89] Agreement Provisions - The agreement stipulates that any amendments or waivers require written consent from both the Company and the Purchasers[108] - The agreement is governed by the laws of the State of Delaware, with exclusive jurisdiction in the Delaware Chancery Court[114] - The agreement allows for electronic delivery of signed counterparts, which are considered valid[115] - The Company may not assign the agreement without prior written consent from the Purchaser, except in certain business combination scenarios[110] - The agreement includes provisions for adjustments in share numbers and prices due to stock splits or similar events[117] Company Information - The Company is located at 2430 N. Halsted St., Chicago, IL 60614, with Paul Kang as the President and CEO[107] - The Purchaser's email contact is andy.yoo@balancers.co.kr, and the attention is directed to Andy Yoo, CEO[121] - The Purchaser's address is 99-13 Masan-gil, Miyang-myeon, Anseong-si, Gyeonggi-do, Korea 17601[121] - HiTron Systems Inc. purchased 2,900,000 shares for a total of $8,700,000[121]
Why Is Exicure (XCUR) Stock Down 27% Today?
Investor Place· 2024-07-22 12:37
Group 1 - XCUR stock experienced a significant rally, rising 76% during normal trading hours with over 14 million shares traded, far exceeding its daily average of approximately 536,000 shares [1] - Following the rally, XCUR stock dropped 27.1% on Monday morning, with around 393,000 shares traded, nearing its daily average [2][5] - Exicure, the company behind XCUR, currently has no significant operations and is struggling to maintain its listing on the Nasdaq Exchange [6][7] Group 2 - The future of Exicure appears uncertain due to its lack of operations and potential delisting risks, which may accompany other financial troubles [7] - XCUR is classified as a penny stock, making it subject to high volatility, which may deter traders from engaging with it amid recent price movements [8]