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Business news for the stock market
Biofrontera AG: Closing of US Dollar 12.9 Million Firm Commitment Initial Public Offering of American Depositary Shares
Leverkusen, Germany (pta027/16.02.2018/22:30) - Biofrontera AG (NASDAQ: BFRA; Frankfurt Stock Exchange: B8F) ("Biofrontera" or the "Company"), an international biopharmaceutical company, today announced the closing of a U.S. firm commitment underwritten public offering of American Depositary Shares ("ADSs"), at an offering price of USD9.88 per ADS. Each ADS represents two of Biofrontera's ordinary shares, nominal value Eur1.00 per share. The Company sold a total of 1,300,483 ADSs, including a full exercise by the underwriters of the over-allotment option to purchase 85,483 ADSs, which option exercise also closed today. The ADSs began trading on The NASDAQ Capital Market under the symbol "BFRA" on February 14, 2018.
The Company received gross proceeds of approximately US Dollar 12.9 million from the ADSs sold in this offering, before deducting underwriting discounts and commissions of approximately USD1.0 million and other related expenses.
As previously announced, Biofrontera also separately completed a concurrent preemptive rights offering of its ordinary shares pursuant to German law to its existing holders of ordinary shares, under which Biofrontera will be issuing ordinary shares to the existing shareholders who exercised their subscription rights at an offering price of Eur 4.00 per share (or approximately US Dollar 4.94 per share, representing the same per share price as the one used in the ADS offering, adjusting for the ratio of ordinary shares to ADSs). In total, including the ordinary shares underlying the ADSs, the Company is issuing 6,000,000 new ordinary shares. The newly issued ordinary shares will trade on the Frankfurt Stock Exchange under the Company's existing listing.
Proceeds from these offerings will be used to expand Biofrontera's U.S. sales and marketing organization, fund additional clinical trials of its product Ameluz® (and to make regulatory filings for marketing approval of Ameluz®, both for geographic expansion and the extension of the indications for Ameluz®), and for general corporate purposes.
The Benchmark Company, LLC acted as the managing underwriter with Dawson James Securities, Inc. and Lake Street Capital Markets acted as co-managers. Dawson James Securities, Inc. acted as the "qualified independent underwriter" as in connection with this offering. The German transaction was supported by Lang & Schwarz Düsseldorf.
A registration statement on Form F-1 relating to this U.S. offering was filed with the Securities and Exchange Commission ("SEC") and was declared effective by the SEC as of February 13, 2018. The U.S. offering of these securities was made only by means of a prospectus, forming a part of the registration statement. The registration statement on Form F-1 and the final prospectus relating to the U.S. offering are available on the SEC's website at www.sec.gov. Copies of the final prospectus relating to the U.S. offering may be obtained from Biofrontera, with an address of Hemmelrather Weg 201, D-51377, Leverkusen, Germany Telephone: +011 49 214 876 00, email: email@example.com. In addition, the registration statement, including the prospectus, is available to the public at www.sec.gov or www.biofrontera.com. In addition, you may contact The Benchmark Company by calling 212-312-6700 or firstname.lastname@example.org.
McGuireWoods LLP acted as U.S. legal counsel to Biofrontera, and Schiff Hardin LLP acted as legal counsel to the underwriters. In Germany LLR Legerlotz Laschet und Partner Rechtsanwälte acted as legal counsel to Biofrontera.
This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, the securities described above, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to their registration or qualification under the securities laws of any such state or jurisdiction.