Full Press Release Details
Inc. Pricing of $15 Million Private Placement Priced At-the-Market Under Nasdaq Rules
MA. November 29, 2021- Biofrontera, Inc. (Nasdaq: BFRI; BFRIW), today announced today that it has entered into a securities
purchase agreement with a single institutional investor for the purchase of 2,857,143 shares of its common stock (or common stock equivalents
in lieu thereof) and warrants to purchase up to an aggregate of 2,857,143 shares of common stock, in a private placement. The combined
purchase price for one share of common stock (or common stock equivalent) and a warrant to purchase one share of common stock is $5.25,
priced at-the-market under Nasdaq rules. The warrants have an exercise price of $5.25 per share, will be immediately exercisable, and
will expire five years from the issuance date.
Capital Partners and The Benchmark Company are acting as the exclusive placement agents for the private offering.
gross proceeds from the private placement offering are expected to be approximately $15 million. The private offering is expected to
close on or about December 1, 2021, subject to the satisfaction of customary closing conditions.
securities described above were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Act")
and Regulation D promulgated thereunder, and have not been registered under the Act or applicable state securities laws. Accordingly,
the securities may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable
exemption from the registration requirements of the Act and such applicable state securities laws.
an agreement with the investor, the Company is required to file an initial registration statement with the Securities and Exchange Commission
covering the resale of the shares of common stock to be issued to the investors and shares of common stock underlying the warrants described
above within 15 calendar days and to use its best efforts to have the registration statement declared effective as promptly as practical
thereafter, and in any event no later than 90 days in the event of a "full review" by the Securities and Exchange Commission.
press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities nor will there be any sale
of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such state or other jurisdiction.
Inc. is a U.S.-based biopharmaceutical company commercializing a portfolio of pharmaceutical products for the treatment of dermatological
conditions with a focus on 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.
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 expected trading commencement and closing dates. 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 the Licensor; the outcome of the Company's litigation with DUSA Pharmaceuticals, Inc., including the trial scheduled
to begin at the end of November; the Company's ability to achieve and sustain profitability; whether the current disruptions in
the supply chain 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 early clinical trials or trials in different disease indications will be indicative of the results of ongoing
or future trials; whether results of the studies described above will be indicative of results for any future clinical trials and studies
of Ameluz in combination with BF-RhodoLED ; 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; whether the Company will be able to successfully transition to a public company operating independently of Biofrontera
AG; 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