DGAP-News: Biofrontera AG / Key word(s): Statement Voluntary review of the February 2018 share issuance dismisses allegations
Leverkusen, Germany, December 13, 2018 - Biofrontera AG (NASDAQ: BFRA; Frankfurt Stock Exchange: B8F) (the "Company"), an international biopharmaceutical company, today publishes the result of the independent review of the capital increase in February 2018. Biofrontera AG increased its share capital in February 2018 by issuing new ordinary shares. The Company initially offered new shares to its existing holders of ordinary shares through a preemptive rights offering. New shares that were not subscribed by the shareholders (rump shares) were placed with US investors in the form of ADSs (US IPO). In the course of the US IPO, the ADS were listed on the US NASDAQ exchange (US listing). Individual shareholders, namely Deutsche Balaton AG and its affiliated companies, accuse Biofrontera AG of having acted contrary to their duties with regards to the capital increase. Biofrontera AG has rejected the allegations in their entirety. Nonetheless, the Company also decided in concert with the Deutsche Schutzvereinigung für Wertpapierbesitz e.V. (German Association for the Protection of Securities Ownership or DSW) in July 2018, to obtain the opinion of an unbiased subject-matter expert on the allegations, which were also made publicly, in order to provide transparency to its shareholders and alleviate the situation (please refer to the news release issued on July 6, 2018 https://irpages2.eqs.com/websites/biofrontera/German/15/news-detail.html?newsID=1707257). Following the proposal of the DSW, Prof. Dr. Gerd Krieger, partner of the law firm Hengeler Mueller, was commissioned with the assessment. Prof. Dr. Krieger is one of the most respected experts in the field of corporate and capital market law in Germany. The purpose of the report is to answer the following questions:
The report "Legal opinion on issues regarding the capital increase 2018 (including US IPO and Listing) of Biofrontera Aktiengesellschaft, Leverkusen" dated December 10, 2018 issued by Prof. Dr. Krieger summarizes the following findings on these issues:
The complete report can be viewed on the Biofrontera AG website at https://www.biofrontera.com/en/share-209.html. Biofrontera AG trusts that based on the results described above and the transparency thus created, a resolution of the existing differences with individual shareholders can occur to enable a more trusting future cooperation for the benefit of the company, employees and shareholders.
About Biofrontera: Biofrontera AG is an international biopharmaceutical company specializing in the development and commercialization of a platform of pharmaceutical products for the treatment of dermatological conditions and diseases caused primarily by exposure to sunlight that results in sun damage to the skin. Biofrontera's approved products focus on the treatment in the U.S. and Europe of actinic keratoses, which are skin lesions that can sometimes lead to skin cancer, as well as the treatment of certain forms of basal cell carcinoma in the European Union. American Depositary Shares representing Biofrontera's ordinary shares are listed on the NASDAQ Capital Market under the symbol "BFRA", and Biofrontera's ordinary shares are listed in the Frankfurt Stock Exchange (B8F, ISIN: DE0006046113). Information is also available at www.biofrontera.com. Forward Looking Statements: Certain statements in this press release are forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995 regarding the public offering and the intended use of proceeds from the offering. These statements may be identified by the use of forward-looking words such as "anticipate," "believe," "forecast," "estimate" and "intend," among others. Such forward-looking statements are based on the currently held beliefs and assumptions of the management of Biofrontera AG, which are expressed in good faith and, in their opinion, reasonable. Forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results, financial condition, performance, or achievements of the Company, or industry results, to differ materially from the results, financial condition, performance or achievements expressed or implied by such forward-looking statements. These risks, uncertainties and other factors are set forth in the Registration Statement on Form F-1 filed with the SEC, including in the section "Risk Factors," and in future reports filed with the SEC. Given these risks, uncertainties and other factors, prospective investors are cautioned not to place undue reliance on these forward-looking statements. The Company does not undertake an obligation to update or revise any forward-looking statement.
13.12.2018 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG. |
Language: | English |
Company: | Biofrontera AG |
Hemmelrather Weg 201 | |
51377 Leverkusen | |
Germany | |
Phone: | +49 (0)214 87632 0 |
Fax: | +49 (0)214 87632 90 |
E-mail: | ir@biofrontera.com |
Internet: | www.biofrontera.com |
ISIN: | DE0006046113, NASDAQ: BFRA |
WKN: | 604611 |
Listed: | Regulated Market in Dusseldorf, Frankfurt (Prime Standard); Regulated Unofficial Market in Berlin, Hamburg, Munich, Stuttgart, Tradegate Exchange; Nasdaq |
End of News | DGAP News Service |