M&A - EXICURE, INC.

Form Type: NT 10-Q

Filing Date: 2025-05-15

Corporate Action: Acquisition

Type: Update

Accession Number: 000169853025000040

Filing Summary: Exicure, Inc. has filed a Notification of Late Filing for its Quarterly Report on Form 10-Q for the period ended March 31, 2025. The company requires additional time to finalize its financial statements due to the complexities involved in the purchase price allocation related to its acquisition of GPCR Therapeutics USA, Inc., which was finalized on January 19, 2025. The filing is expected to occur within the five-day grace period allowed by Exchange Act Rule 12b-25. The financial statements for the quarter ended March 31, 2025 are anticipated to show significant changes compared to the same period last year, primarily due to the inclusion of GPCR Therapeutics' operations, making direct comparisons difficult. This notification is signed by CEO Andy Yoo and is dated May 15, 2025.

Form Type: 10-K

Filing Date: 2025-03-18

Corporate Action: Acquisition

Type: New

Accession Number: 000169853025000019

Filing Summary: Exicure, Inc. reported a significant shift in its business strategy in the fiscal year ending December 31, 2024. The company is transitioning from being an early-stage biotechnology firm focusing on nucleic acid therapies to exploring strategic alternatives aimed at maximizing stockholder value. Notably, the firm entered into a common stock purchase agreement with HiTron Systems Inc. for the issuance of 2,900,000 shares at an aggregate price of $8.7 million. A significant acquisition took place on January 19, 2025, when Exicure acquired GPCR Therapeutics USA Inc. from GPCR Therapeutics Inc., encapsulating a strategy of targeting growth through acquisitions. The entity has also received upfront payments from licensing agreements related to previous drug candidates, which while not expected to generate substantial value, reflect ongoing efforts to monetize historical assets. The report emphasizes ongoing struggles regarding funding due to the lack of revenue and the need for substantial additional financing for operational activities. Recent changes in management and control of the company are also noted, indicating potential volatility in the company's strategic direction moving forward.

Form Type: 8-K

Filing Date: 2025-01-22

Corporate Action: Acquisition

Type: New

Accession Number: 000169853025000004

Filing Summary: On January 19, 2025, Exicure Inc. entered into a Share Purchase Agreement with GPCR Therapeutics Inc., acquiring all the issued and outstanding equity securities of GPCR Therapeutics USA Inc. for approximately $0.27 per share, total shares purchased being six million. The transaction closed concurrently with the execution of the agreement. Alongside the acquisition, a License and Collaboration Agreement was established to further develop GPCR’s technologies, requiring milestone payments and a recurring royalty of 10% based on net sales to GPCR. No other material relationships exist between the parties outside the disclosed agreements.