Leverkusen, Germany (pta/02.06.2022/19:55 UTC+2)
Biofrontera AG (the "Company") (Frankfurt Stock Exchange: B8F, US-OTC: BFAGY), an international biopharmaceutical company, announces that the Management Board and the Supervisory Board have decided to terminate the existing Level 1 program for its American Depositary Shares (ADSs).
Biofrontera delisted its ADSs from the Nasdaq Capital Market ("Nasdaq") effective in early March 2022 and, in parallel, filed the paperwork to terminate its registration with the Securities and Exchange Commission ("SEC") which is expected to take effect on or about June 7, 2022. The primary intent of the delisting was to reduce financial reporting complexity and administrative costs. Since then, ADSs have been tradable through a Level I program on the U.S. over-the-counter (OTC) market under the symbol BFAGY. One ADS represents the right to two ordinary shares of Biofrontera AG.
Biofrontera will direct The Bank of New York Mellon ("BNY Mellon"), as depositary, to terminate the ADS Level I program. BNY Mellon will provide at least 90 days' notice of termination to all ADS holders. Prior to termination of the deposit agreement, ADS holders may choose to either a) surrender their ADSs to BNY Mellon for cancellation, and upon payment of applicable fees, receive ordinary shares of Biofrontera AG or b) sell their ADSs on the OTC market. Following the termination of the deposit agreement, BNY Mellon will discontinue the registration of transfers of the ADSs. Any ordinary shares remaining on deposit with BNY Mellon following the termination of the deposit agreement, will be sold by BNY Mellon as soon as practicable, in accordance with the instructions of the Company, and, the proceeds of such sales will be held in a segregated account in trust for the benefit of ADS holders until all such ordinary shares have been sold. After all such shares have been sold, the proceeds of such sales will be paid out (net of fees) to any remaining holders of ADSs on a pro rata basis. At present, it is not possible to reliably predict whether, and to which extend such sales will have an effect .
Biofrontera AG is a biopharmaceutical company specializing in the development and sale of dermatological drugs and medical cosmetics. The Leverkusen-based company develops and markets innovative products for the treatment, protection and care of the skin. Its key products include Ameluz®, a prescription drug for the treatment of non-melanoma skin cancer and its precursors. Ameluz® has been marketed in the EU since 2012 and in the USA since May 2016. In Europe, the company also markets the Belixos® dermocosmetic series, a specialty care product for damaged skin. Biofrontera is one of a few German pharmaceutical company to receive a centralized European and a US approval for a drug developed in-house. The Biofrontera Group was founded in 1997 by Prof. Dr. Hermann Lübbert and is listed on the Frankfurt Stock Exchange (Prime Standard) and on US OTC market (BFAGY). 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. These statements may be identified by the use of forward-looking words such as "will," "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, including, but not limited to, the risk that the termination of the ADS Level 1 Program or the deregistration with the SEC may not occur or may be delayed, 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. 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.
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