Biofrontera Inc. Enters into Agreements to Purchase Options of Biofrontera AG
31 October 2022 - 11:55PM
Biofrontera
Inc. (Nasdaq: BFRI),
a biopharmaceutical company specializing in the commercialization
of dermatological products, announced today it has entered into
private exchange agreements with certain holders of options to
acquire ordinary shares of Biofrontera AG (the “AG Options”) in
exchange for 3,148,042 newly issued shares of Biofrontera Inc.
common stock.
The AG Options represent the right to acquire
2,623,365 ordinary shares of Biofrontera AG held by the
shareholders, or approximately 4.63% of Biofrontera AG’s
outstanding ordinary shares, representing an exchange ratio of
roughly 1.2 ordinary shares of Biofrontera Inc. for each option
representing one Biofrontera AG share. As a result of this
transaction, Biofrontera AG’s shareholding in Biofrontera Inc. was
reduced to 29.96%, further strengthening the independence of
Biofrontera Inc. from its former parent company.
The AG Options are immediately exercisable at no
additional cost and the exercise period ends on November 30, 2022.
The private exchange agreements provide that Biofrontera Inc. will
use reasonable best efforts to file a registration statement with
the U.S. Securities and Exchange Commission (SEC) registering the
shares for resale.
“This transaction represents a major milestone
in the strategic positioning of Biofrontera Inc. We strive to
distinguish ourselves as an independent U.S. based
biopharmaceutical company, exclusively serving the world’s largest
dermatology market,” stated Erica Monaco, Chief Executive Officer
of Biofrontera Inc. “The agreements will further strengthen our
position and realize our full commercial potential in this
fast-growing market.”
“At the same time, the transaction underscores
the strength of our relationship with our former parent company
Biofrontera AG. As the key driver of Biofrontera AG’s products’
sales growth and their largest source of revenue, we will continue
to work together closely,” she added. “This will enable us to
support our mutually beneficial interests, especially in the areas
of intellectual property, manufacturing, regulatory affairs and
clinical trials. The clinical work currently underway at
Biofrontera AG is focused on the U.S. market, is supported by
Biofrontera Inc.’s medical team and is fully financed through our
transfer price payments for Ameluz®. These trials are intended to
expand the Ameluz® label and, in turn, increase its commercial
potential in the USA, including the potential to enter such large
markets as the treatment of acne.”
About Biofrontera Inc.
Biofrontera Inc. is a U.S.-based
biopharmaceutical company commercializing a portfolio of
pharmaceutical products for the treatment of dermatological
conditions with a focus on photodynamic therapy (PDT) and topical
antibiotics. The Company’s licensed products are used for the
treatment of actinic keratoses, which are pre-cancerous skin
lesions, as well as impetigo, a bacterial skin infection. For more
information, visit www.biofrontera-us.com.
Forward-Looking Statements
Certain statements in this press release may
constitute "forward-looking statements" within the meaning of the
United States Private Securities Litigation Reform Act of 1995, as
amended to date. These statements include, but are not limited to,
statements relating to the Company’s relationship with Biofrontera
AG and plans for ongoing collaboration, business and marketing
strategy, future operations and business, potential to expand the
label of Ameluz®, market presence and position of Ameluz® and
ongoing clinical trials conducted by our licensing partners and the
future impact of such trials on the market for Ameluz®. We have
based these forward-looking statements on our current expectations
and projections about future events, nevertheless, actual results
or events could differ materially from the plans, intentions and
expectations disclosed in, or implied by, the forward-looking
statements we make. These risks and uncertainties, many of which
are beyond our control, including, but not limited to, the impact
of extraordinary external events, such as the current COVID-19
pandemic; any changes in the Company’s relationship with its
licensors; the ability of the Company’s licensors to fulfill their
obligations to the Company in a timely manner; the Company’s
ability to achieve and sustain profitability; whether the current
global disruptions in supply chains will impact the Company’s
ability to obtain and distribute its licensed products; changes in
the practices of healthcare providers, including any changes to the
coverage, reimbursement and pricing for procedures using the
Company’s licensed products; the uncertainties inherent in the
initiation and conduct of clinical trials; availability and timing
of data from clinical trials; whether results of earlier clinical
trials or trials of Ameluz® in combination with BF-RhodoLED® in
different disease indications or product applications will be
indicative of the results of ongoing or future trials;
uncertainties associated with regulatory review of clinical trials
and applications for marketing approvals; whether the market
opportunity for Ameluz® in combination with BF-RhodoLED® is
consistent with the Company’s expectations; the Company’s ability
to complete the transition to a public company; the Company’s
ability to retain and hire key personnel; the sufficiency of cash
resources and need for additional financing and other factors that
may be disclosed in the Company’s filings with the SEC, which can
be obtained on the SEC website at www.sec.gov. Readers are
cautioned not to place undue reliance on the forward-looking
statements, which speak only as of the date on which they are made
and reflect management's current estimates, projections,
expectations and beliefs. The Company does not plan to update any
such forward-looking statements and expressly disclaims any duty to
update the information contained in this press release except as
required by law.
Contacts:
Biofrontera Inc.Anke zur
Mühlen+1 781 486 1539us-ir@biofrontera.com
LHA Investor RelationsTirth T.
Patel+1 212 201 6614tpatel@lhai.com
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