|
CUSIP
09075G105
|
|
Page
2 of 19
|
|
1
|
NAMES OF REPORTING PERSONS
ABC
Beteiligungen Aktiengesellschaft
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
☐
(b)
☒
|
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS (see instructions)
WC (See Item 3)
|
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
☐
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Germany
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|
8
|
SHARED VOTING POWER
1,000
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
1,000
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,000
(1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 11
0.0% (2)
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
|
(1)
|
Consists
of shares held directly by ABC Beteiligungen Aktiengesellschaft (“ABC”). See Item 5, herein.
|
|
|
|
|
(2)
|
Based
upon 44,541,980 shares outstanding as of July 31, 2018.
|
|
CUSIP
09075G105
|
|
Page
3 of 19
|
|
1
|
NAMES OF REPORTING PERSONS
Deutsche
Balaton Biotech AG
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
☐
(b)
☒
|
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS (see instructions)
WC (See Item 3)
|
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
☐
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Germany
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|
8
|
SHARED VOTING POWER
1,292,174
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
1,292,174
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,292,174
(1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 11
2.9% (2)
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
|
(1)
|
Consists
of 1,078,562 shares held directly by Deutsche Balaton Biotech AG (“DBB”) and 213,612 shares held directly by Prisma
Equity AG (“PE”). See Item 5, herein.
|
|
|
|
|
(2)
|
Based
upon 44,541,980 shares outstanding as of July 31, 2018.
|
|
CUSIP
09075G105
|
|
Page
4 of 19
|
|
1
|
NAMES OF REPORTING PERSONS
Prisma
Equity AG
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
☐
(b)
☒
|
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS (see instructions)
AF (See Item 3)
|
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
☐
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Germany
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|
8
|
SHARED VOTING POWER
213,612
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
213,612
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
213,612
(1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 11
0.5% (2)
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
|
(1)
|
Consists
of shares held directly by PE. See Item 5, herein.
|
|
|
|
|
(2)
|
Based
upon 44,541,980 shares outstanding as of July 31, 2018.
|
|
CUSIP
09075G105
|
|
Page
5 of 19
|
|
1
|
NAMES OF REPORTING PERSONS
Deutsche
Balaton Aktiengesellschaft
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
☐
(b)
☒
|
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS (see instructions)
WC, AF (See Item 3)
|
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
☐
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Germany
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|
8
|
SHARED VOTING POWER
5,601,621
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
5,601,621
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,601,621
(1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 11
12.6% (2)
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
|
(1)
|
Consists
of 1,000 shares held by ABC, 1,078,562 shares held by DBB, 213,612 shares held by PE and 4,290,333 shares and 9,057 ADSs (each
representing two shares) held by Deutsche Balaton Aktiengesellschaft (“DB”). DB owns a majority interest in each
of ABC, DBB and PE. See Item 5, herein.
|
|
|
|
|
(2)
|
Based
upon 44,541,980 shares outstanding as of July 31, 2018.
|
|
CUSIP
09075G105
|
|
Page
6 of 19
|
|
1
|
NAMES OF REPORTING PERSONS
VV
Beteiligungen Aktiengesellschaft
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
☐
(b)
☒
|
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS (see instructions)
AF
(See Item 3)
|
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
☐
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Germany
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|
8
|
SHARED VOTING POWER
5,601,621
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
5,601,621
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,601,621
(1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 11
12.6% (2)
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
|
(1)
|
Consists
of 1,000 shares held by ABC, 1,078,562 shares held by DBB, 213,612 shares held by PE and 4,290,333 shares and 9,057 ADSs (each
representing two shares) held by DB. DB owns a majority interest in each of ABC, DBB and PE. VV Beteiligungen Aktiengesellschaft
(“VVB”) owns a majority interest in DB. VVB disclaims beneficial ownership over the shares of DBB that it holds
in excess of 45% voting power pursuant to the Non-Domination Agreement described herein. See Item 5, herein.
|
|
|
|
|
(2)
|
Based
upon 44,541,980 shares outstanding as of July 31, 2018.
|
|
CUSIP
09075G105
|
|
Page
7 of 19
|
|
1
|
NAMES OF REPORTING PERSONS
Delphi
Unternehmensberatung Aktiengesellschaft
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
☐
(b)
☒
|
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS (see instructions)
WC,
AF, OO (See Item 3)
|
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
☐
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Germany
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|
8
|
SHARED VOTING POWER
9,021,417
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
9,021,417
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,021,417
(1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 11
20.3% (2)
|
|
14
|
TYPE OF REPORTING PERSON
OO
|
|
(1)
|
Consists
of 1,000 shares held by ABC, 1,078,562 shares held by DBB, 213,612 shares held by PE, 4,290,333 shares and 9,057 ADSs (each
representing two shares) held by DB, and 3,419,796 shares held by Delphi Unternehmensberatung Aktiengesellschaft (“DU”).
DB owns a majority interest in each of ABC, DBB and PE. VVB owns a majority interest in DB, but VVB disclaims beneficial ownership
over the shares of DBB in excess of 45% of DBB’s voting power pursuant to the Non-Domination Agreement described herein.
DU owns a majority interest in VVB. See Item 5, herein.
|
|
|
|
|
(2)
|
Based
upon 44,541,980 shares outstanding as of July 31, 2018.
|
|
CUSIP
09075G105
|
|
Page
8 of 19
|
|
1
|
NAMES OF REPORTING PERSONS
Wilhelm
Konrad Thomas Zours
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
☐
(b)
☒
|
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS (see instructions)
AF
(See Item 3)
|
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
☐
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Germany
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|
8
|
SHARED VOTING POWER
9,021,417
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
9,021,417
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9,021,417
(1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 11
20.3% (2)
|
|
14
|
TYPE OF REPORTING PERSON
IN
|
|
(1)
|
Consists
of 1,000 shares held by ABC, 1,078,562 shares held by DBB, 213,612 shares held by PE, 4,290,333 shares and 9,057 ADSs (each
representing two shares) held by DB and 3,419,796 shares held by DU. DB owns a majority interest in each of ABC, DBB and PE.
VVB owns a majority interest in DB, but VVB disclaims beneficial ownership over the shares of DBB in excess of 45% of DBB’s
voting power pursuant to the Non-Domination Agreement described herein. DU owns a majority interest in VVB. Wilhelm Konrad
Thomas Zours, an individual, owns a majority interest in DU and is the sole member of the board of management of VVB and DU
and therefore has voting and dispositive power over the shares held by ABC, DBB, PE, DB and DU. Mr. Zours disclaims beneficial
ownership of such shares, except to the extent of his pecuniary interest therein.See Item 5, herein.
|
|
|
|
|
(2)
|
Based
upon 44,541,980 shares outstanding as of July 31, 2018.
|
|
CUSIP
09075G105
|
|
Page
9 of 19
|
|
1
|
NAMES OF REPORTING PERSONS
Rolf
Birkert
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
☐
(b)
☒
|
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS (see instructions)
AF
(See Item 3)
|
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
☐
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Germany
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|
8
|
SHARED VOTING POWER
5,601,621
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
5,601,621
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,601,621
(1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 11
12.6%
(2)
|
|
14
|
TYPE OF REPORTING PERSON
IN
|
|
(1)
|
Consists
of 1,000 shares held by ABC, 1,078,562 shares held by DBB, 213,612 shares held by PE and 4,290,333 shares and 9,057 ADSs (each
representing two shares) held by DB. DB owns a majority interest in each of ABC, DBB and PE. Rolf Birkert, in his capacity
as a member of the board of management of DB, has voting and dispositive power over the shares held by ABC, DBB, PE and DB.
Mr. Birkert disclaims beneficial ownership of the shares ABC, DBB, PE and DB, except to the extent of his pecuniary interest
therein. See Item 5, herein.
|
|
|
|
|
(2)
|
Based
upon 44,541,980 shares outstanding as of July 31, 2018.
|
|
CUSIP
09075G105
|
|
Page
10 of 19
|
|
1
|
NAMES OF REPORTING PERSONS
Jens
Jüttner
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
☐
(b)
☒
|
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS (see instructions)
AF
(See Item 3)
|
|
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
☐
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Germany
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|
8
|
SHARED VOTING POWER
213,612
|
|
9
|
SOLE DISPOSITIVE POWER
0
|
|
10
|
SHARED DISPOSITIVE POWER
213,612
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
213,612
(1)
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 11
0.5%
(2)
|
|
14
|
TYPE OF REPORTING PERSON
IN
|
|
(1)
|
Consists
of 213,612 shares held by PE. Jens Jüttner, in his capacity as a member of the board of management of PE, has voting
and dispositive power over the shares held by PE. PE must exercise voting and dispositive power over these shares pursuant
to the terms of a trust agreement, dated as of May 7, 2018 (the “Trust Agreement”), by and between DBB and PE.
Mr. Jüttner disclaims beneficial ownership of the shares PE, except to the extent of his pecuniary interest therein.
See Item 5, herein.
|
|
|
|
|
(2)
|
Based
upon 44,541,980 shares outstanding as of July 31, 2018.
|
|
CUSIP
09075G105
|
|
Page
11 of 19
|
Item
1. Security and Issuer
This
statement on Schedule 13D (the “Schedule 13D”) relates to the ordinary shares, nominal value €1.00 per share
(the “Ordinary Shares”), of Biofrontera AG (the “Issuer”). The principal executive offices of the Issuer
are located at Hemmelrather Weg 201, D-51377 Leverkusen, Germany.
Item
2. Identity and Background
|
|
(a)
|
This
Schedule 13D is being filed by ABC Beteiligungen Aktiengesellschaft (“ABC”),
Deutsche Balaton Biotech AG (“DBB”), Prisma Equity AG (“PE”),
Deutsche Balaton Aktiengesellschaft (“DB”), VV Beteiligungen Aktiengesellschaft
(“VVB”), Delphi Unternehmensberatung Aktiengesellschaft (“DU”),
Wilhelm Konrad Thomas Zours, Rolf Birkert and Jens Jüttner, which are collectively
referred to as the “Reporting Persons”.
|
|
|
(b)
|
The
address of the principal business office of each of the Reporting Persons and each Scheduled
Person (as defined below) is Ziegelhäuser Landstraße 1 Heidelberg, Germany,
69120.
|
|
|
(c)
|
The
principal business of each of ABC, DBB, PE, DB, and VVB is to hold and dispose of equity
and equity-related investments. The principal business of DU is to provide consulting
services and to hold and dispose of equity and equity-related investments. DB owns a
majority interest in each of ABC, DBB and PE; VVB owns a majority interest in DB; and
DU owns a majority interest in VVB. Wilhelm Konrad Thomas Zours, an individual, owns
a majority interest in DU and is the sole member of the board of management of VVB and
DU. Rolf Birkert is a member of the board of management of DB. Jens Jüttner is a
member of the board of management of PE and DB.
|
|
|
(d)
|
–
(e) During the past five years, none of the Reporting Persons or Schedule Persons has
been, and to their respective knowledge, none of the Scheduled Persons (as defined below)
has been (i) convicted in any criminal proceeding (excluding traffic violations or similar
misdemeanors) or (ii) party to a civil proceeding of a judicial or administrative body
of competent jurisdiction and as a result of such proceeding was or is subject to a judgment,
decree or final order enjoining future violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding any violation with respect to
such laws.
|
|
|
(f)
|
ABC,
DBB, PE, DB, VVB, and DU are each organized under the laws of Germany. Messrs. Zours,
Birkert and Jüttner are citizens of Germany.
|
The
name, present business address, present principal occupation, and place of citizenship of the member(s) of the Board of Management
of each Reporting Person is set forth on Schedule 1 (collectively, the “Scheduled Persons,” and each a “Scheduled
Person”), and are incorporated herein by reference.
Item
3. Source and Amount of Funds or Other Consideration
As
of August 28, 2018, ABC had invested €3,048 (including brokerage commissions) in the Ordinary Shares of the Issuer, DBB had
invested €6,766,216 (including brokerage commissions to the extent known; not including the Warrants issued in the tender
offer described below; including shares transferred to PE as Trustee) in the Ordinary Shares of the Issuer and €82,952 (including
brokerage commissions) in Warrants issued by DBB (see Item 4 below), PE had invested €0 (acting as Trustee for DBB) in the
Ordinary Shares of the Issuer, DB had invested €13,002,729 (including brokerage commissions) in the Ordinary Shares of the
Issuer and $120,982 (excluding brokerage commissions) in the ADSs of the Issuer and DU had invested €16,481,465 (excluding
brokerage commissions) in the Ordinary Shares of the Issuer.
In
the case of ABC, DBB and DB, the source of such funds was the general working capital of each such purchaser respectively. In
the case of DU, the source of such funds was the general working capital of DU, including proceeds from a private placement of
the convertible bonds described in Item 6 below. In the case of PE, the source of such funds was the general working capital of
DBB.
|
CUSIP
09075G105
|
|
Page
12 of 19
|
Item
4. Purpose of Transaction
The
purpose of the transactions in securities described in this Schedule 13D is investment.
The
Reporting Persons have no current plans or proposals with respect to (i) any merger, reorganization, or liquidation of the Issuer
or any of its subsidiaries; (ii) a sale or transfer of a material amount of assets of the Issuer or any subsidiary, or (iii) the
purchase of a majority of the voting shares of the issuer.
The
Reporting Persons do intend to acquire additional voting securities, if possible at reasonable prices, through open market purchases
or otherwise.
The
Reporting Persons also desire to change the composition of the Management Board and Supervisory Board of the Issuer. In that regard,
DB submitted several proposals for the Issuer’s ordinary general meeting of shareholders held on July 11, 2018. Pursuant
to such proposals, DB sought to dismiss (1) Thomas Schaffer, the Chief Financial Officer of the Issuer, as a member of the Management
Board, (2) Prof. Dr. Hermann Lübbert as the Chairman of the Management Board (but the proposal proposed that he remain a
member of the Management Board), (3) Dr. Ulrich Granzer as the Chairman of the Supervisory Board, (4) Jürgen Baumann as a
member of the Supervisory Board and (5) John Borer III as a member of the Supervisory Board.
Also
in connection with the general meeting of shareholders of the Issuer, DB made a proposal supporting the election of Mark Sippel
as a replacement member of the Supervisory Board, or, if he is not elected to such position, Dr. Christopher Missling, Dr. Heikki
Lanckriet or Dr. Karin Lergenmueller. DB also made a separate proposal to elect Prof. Dr. Lergenmueller as a replacement
member of the Supervisory Board, and DU submitted a proposal to elect Dr. Christopher Missling as member of the Supervisory Board.
According to information provided by Mr. Sippel, he is a doctoral candidate at the University of Erlangen-Nuremberg. Dr. Lergenmueller
is Professor for Marketing and General Business Management at the RheinMain University of Applied Sciences, Wiesbaden, Germany
and a member of the Supervisory Boards of several affiliates of DB, including DU and DBB. Dr. Missling is President, Chief Executive
Officer, and Chairman of the Board of Anavex Life Science Corp. Dr. Lanckriet is Chief Executive Officer of Expedeon AG (formerly
Sygnis AG). DB and Expedeon AG entered into a term loan agreement on April 30, 2018.
DB
filed a legal action seeking to rescind and nullify a resolution adopted at the Issuer’s 2017 shareholder meeting, regarding
the Issuer’s authorized capital. If successful, the action would prohibit any new share offerings by the Issuer unless existing
shareholders are offered the right to participate on a pro rata basis by means of transferable rights. Each of DB and DU has filed
a legal action seeking a court-appointed special auditor to investigate the collaboration and partnership agreement dated July
13, 2016, between the Issuer and Maruho Co. Ltd (“Maruho”). On July 10, 2018, the Issuer announced that phase 1 of
its collaboration with Maruho had been completed, and that the Issuer and Maruho are currently considering continuing their collaboration
under a new agreement, but have not yet discussed the details and timing of such new agreement.
The
Reporting Persons have also proposed certain amendments to the bylaws of the Issuer. DB proposed an amendment that would reformulate
the Ordinary Shares of the Issuer as bearer shares. DU proposed an amendment that would require, among other things, for transactions
between the Issuer and certain related parties to be on arms’-length terms and subject to approval by a 75% majority (excluding
the related party) at the general meeting of shareholders.
|
CUSIP
09075G105
|
|
Page
13 of 19
|
On
May 28, 2018, DBB commenced a non-U.S. tender offer pursuant to which it offered to acquire up to 6,250,000 of the Issuer’s
outstanding Ordinary Shares solely from non-U.S. holders. The tender offer related to Ordinary Shares only; ADSs could not
be tendered. The tender offer materials were only available in the German language and were only made available on the German
internet page www.deutschebalatonbiotech.de and in the online publication of the German-language
Federal Gazette
(www.bundesanzeiger.de).
No tender offer materials were distributed, nor was any disclosure of the tender offer made by DBB or its agents or affiliates,
in the United States. Initially, the consideration offered for each Ordinary Share of the Issuer was one euro (€1.00) per
share in cash, plus an option to re-acquire an Ordinary Share of the Issuer from DBB for the same price (i.e., €1.00 per
share). We refer to each such right to re-acquire an Ordinary Share of the Issuer as a “Warrant” issued by DBB. The
Warrants are transferable and may be exercised by the holder thereof at any time (with certain exception) prior to November 30,
2020 by surrendering such Warrant to Quirin Privatbank AG as dealer manager for the Warrants. The Warrants include a tag-along
right if DB sells greater than 2.5 million Ordinary Shares (in one transaction) by November 30, 2020. If there is a public tender
offer for Ordinary Shares with a purchase price exceeding €40.00 in cash per share, the Warrants terminate and each Warrantholder
receives the tender offer price per share per Warrant minus the basis price (€1.00 per Warrant). In effect, a tender of Issuer
shares to DBB on the original terms of the tender offer would transfer record ownership of the shares to DBB, including the right
to vote such shares, while allowing the tendering shareholder to retain the economic risks and benefits of ownership of such shares
(with a “floor price” of €1.00 per share).
On
July 20, 2018, DBB amended the tender offer to provide shareholders of the Issuer who wished to tender Ordinary Shares a choice
in the amount and form of consideration to be received. As amended, for each Ordinary Share of the Issuer tendered, a shareholder
participating in the tender offer could elect,
either
(a) one euro (€1.00) per share in cash plus one Warrant,
or (b) six Euros (€6.00) per share in cash.
The
tender offer closed on August 6, 2018. DBB purchased a total of 1,286,401 Ordinary Shares pursuant to the tender offer, of which
214,448 shares were purchased at a price €1.00 in cash and one Warrant each, and 1,071,953 shares were purchased at the all
cash price of €6.00 each.
On
August 7, 2018, DB filed a legal action against the Issuer seeking to rescind and nullify certain resolutions adopted at the Issuer’s
2018 shareholder meeting and seeking to confirm that certain resolutions were validly adopted by the shareholders.
On
August 16, 2018, the 214,448 shares purchased at a price €1.00 in cash and one Warrant each were transferred from DBB to
PE, who acts as a trustee (the “Trustee”) for the Warrantholders pursuant to the Trust Agreement. Subsequently, 836
of such shares were transferred to Warrantholders to satisfy the exercise of Warrants.
On
August 29, 2018, DBB bought 15,761 Warrants in an off-market purchase, which purchase had no effect on the beneficial ownership
of DBB.
Please
see Item 6 below for a description of the convertible bond issued by DU and exercisable in part in Ordinary Shares.
This
disclosure is neither an offer to purchase nor a solicitation of an offer to sell securities, nor will there be any purchase from
or sale, issuance or transfer of securities to any U.S. persons pursuant to the tender offer described above.
Item
5. Interest in Securities of the Issuer
|
|
(a)
|
Of
the aggregate 9,021,417 shares reported in this Schedule 13D (representing 20.3% of the
Issuer’s Ordinary Shares), 1,000 shares are held by ABC (representing 0.0% of the
Issuer’s Ordinary Shares), 1,078,562 shares are held by DBB (representing 2.9%
of the Issuer’s Ordinary Shares), 213,612 shares are held by PE in its capacity
as Trustee for the Warrantholders pursuant to the Trust Agreement (representing 0.5%
of the Issuer’s Ordinary Shares), 4,290,333 shares and 9,057 ADSs (each representing
two shares) are held by DB (collectively representing 12.6% of the Issuer’s Ordinary
Shares), and 3,419,796 shares are held by DU (representing 7.5% of the Issuer’s
Ordinary Shares). DB owns a majority interest in each of ABC, DBB and PE. VVB owns a
majority interest in DB. DU owns a majority interest in VVB. Wilhelm Konrad Thomas Zours,
an individual, owns a majority interest in DU and is the sole member of the board of
management of VVB and DU and therefore has voting and dispositive power over the shares
held by ABC, DBB, PE, DB and DU. Rolf Birkert, in his capacity as member of the board
of management of DB, has voting and dispositive power over the shares held by ABC, DBB,
PE and DB. Jens Jüttner, in his capacity as a member of the board of management
of PE, has voting and dispositive power over the shares held by PE, pursuant to the terms
of the Trust Agreement. Each of DB, VVB, DU, Wilhelm Konrad Thomas Zours and Rolf Birkert
may be deemed to have beneficial ownership with respect to the shares held by ABC, DBB
and PE and disclaims beneficial ownership of such shares, except to the extent of their
respective pecuniary interest therein. Each of VVB, DU, Wilhelm Konrad Thomas Zours and
Rolf Birkert may be deemed to have beneficial ownership with respect to all shares held
by DB and disclaim beneficial ownership of such shares, except to the extent of their
respective pecuniary interests therein. Wilhelm Konrad Thomas Zours may be deemed to
have beneficial ownership with respect to all shares held by DU and disclaims beneficial
ownership of such shares, except to the extent of his pecuniary interest therein.
|
|
CUSIP
09075G105
|
|
Page
14 of 19
|
Pursuant
to a non-domination agreement between VVB and DB (the “Non-Domination Agreement”), VVB has agreed that it cannot exercise
voting control (through voting more than 45%, directly or indirectly, of the shares) over DB, and therefore VVB disclaims beneficial
ownership over the shares it holds in excess of 45% voting power.
All
percentages set forth in this Schedule 13D are based upon 44,541,980 Ordinary Shares outstanding as of July 31, 2018.
|
|
(b)
|
Number
of shares as to which each Reporting Person has:
|
|
|
(i)
|
Sole
power to vote or to direct the vote of:
|
|
|
ABC
|
0
|
|
|
DBB
|
0
|
|
|
PE
|
0
|
|
|
DB
|
0
|
|
|
VVB
|
0
|
|
|
DU
|
0
|
|
|
Wilhelm
Konrad Thomas Zours
|
0
|
|
|
Rolf
Birkert
|
0
|
|
|
Jens
Jüttner
|
0
|
|
|
(ii)
|
Shared
power to vote or to direct the vote of:
|
|
|
ABC
|
1,000
|
|
|
DBB
|
1,292,174
|
|
|
PE
|
213,612
|
|
|
DB
|
5,601,621(1)
|
|
|
VVB
|
5,601,621(2)
|
|
|
DU
|
9,021,417(3)
|
|
|
Wilhelm
Konrad Thomas Zours
|
9,021,417(4)
|
|
|
Rolf
Birkert
|
5,601,621(5)
|
|
|
Jens
Jüttner
|
213,612(6)
|
|
|
(iii)
|
Sole
power to dispose or to direct the disposition of:
|
|
|
ABC
|
0
|
|
|
DBB
|
0
|
|
|
DB
|
0
|
|
|
VVB
|
0
|
|
|
DU
|
0
|
|
|
Wilhelm
Konrad Thomas Zours
|
0
|
|
|
Rolf
Birkert
|
0
|
|
CUSIP
09075G105
|
|
Page
15 of 19
|
|
|
(iv)
|
Shared
power to dispose or to direct the disposition of:
|
|
|
ABC
|
1,000
|
|
|
DBB
|
1,292,174
|
|
|
PE
|
213,612
|
|
|
DB
|
5,601,621(1)
|
|
|
VVB
|
5,601,621(2)
|
|
|
DU
|
9,021,417(3)
|
|
|
Wilhelm
Konrad Thomas Zours
|
9,021,417
(4)
|
|
|
Rolf
Birkert
|
5,601,621(5)
|
|
|
Jens
Jüttner
|
213,612(6)
|
|
|
(1)
|
Includes
1,000 shares held by ABC, 1,078,562 shares held by DBB, 213,612 shares held by PE and
4,290,333 shares and 9,057 ADSs (each representing two shares) held by DB. DB owns a
majority interest in each of ABC and DBB.
|
|
|
(2)
|
VVB
owns a majority interest in DB.
|
|
|
(3)
|
Includes
1,000 shares held by ABC, 1,078,562 shares held by DBB, 213,612 shares held by PE, 4,290,333
shares and 9,057 ADSs (each representing two shares) held by DB and 3,419,796 shares
held by DU. DB owns a majority interest in each of ABC, DBB and PE. VVB owns a majority
interest in DB. DU owns a majority interest in VVB.
|
|
|
(4)
|
Wilhelm
Konrad Thomas Zours, an individual, owns a majority interest in DU and is the sole member
of the board of management of VVB and DU and therefore has voting and dispositive power
over the shares held by ABC, DBB, PE, DB and DU.
|
|
|
(5)
|
Rolf
Birkert, in his capacity as member of the board of management of DB, has voting and dispositive
power over the shares held by ABC, DBB, PE and DB.
|
|
|
(6)
|
Jens
Jüttner, in his capacity as a member of the board of management of PE, has voting
and dispositive power over the shares held by PE.
|
|
|
(c)
|
Since the transactions
reported in the most recent filing of this Schedule 13D, the Reporting Persons have conducted transactions in the shares as
reflected on Schedule 2.
|
(d)
– (e) Not applicable.
Item
6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
Please
see Item 4 above for a description of the tender offer by DBB for shares of the Issuer, which was consummated on August 6, 2018.
Pursuant to the tender offer, DBB has issued Warrants entitling the holders thereof to purchase from DBB an aggregate of 214,448
Ordinary Shares of the Issuer at a purchase price of €1.00, and otherwise on the terms and conditions set forth therein.
On
February 21, 2018, DU issued convertible bonds in the original principal amount of up to €80,000,000. The issuance consists
of up to 800 bearer bonds in principal amount of €100,000 each. The bonds mature on December 15, 2019 and bear no interest.
During the term of the bonds, bondholders have the right to convert each bearer bond into 3,334 Ordinary Shares plus €79,996
in cash; provided, however, that DU may, in lieu of partially settling the bonds in Ordinary Shares, settle the bonds in an amount
of cash corresponding to the value of the Ordinary Shares to be delivered, plus €79,996 per bearer bond. The purchaser of
€50,000,000 principal amount of such bond offering was Wilhelm Konrad Thomas Zours. The Reporting Persons disclaim that such
bond offering was material to DU’s investments in securities described in this Schedule 13D.
Item
7. Material to Be Filed as Exhibits
|
CUSIP
09075G105
|
|
Page
16 of 19
|
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true,
complete and correct.
Dated: September
19, 2018
|
|
ABC
BETEILIGUNGEN AKTIENGESELLSCHAFT
|
|
|
|
|
|
|
By:
|
/s/
Rolf Birkert
|
|
|
|
Rolf
Birkert
|
|
|
|
|
|
|
DEUTSCHE
BALATON BIOTECH AG
|
|
|
|
|
|
|
By:
|
/s/
Rolf Birkert
|
|
|
|
Rolf
Birkert
|
|
|
|
|
|
|
PRISMA
EQUITY AG
|
|
|
|
|
|
|
By:
|
/s/
Jens Jüttner
|
|
|
|
Jens
Jüttner
|
|
|
|
|
|
|
DEUTSCHE BALATON AKTIENGESELLSCHAFT
|
|
|
|
|
|
|
By:
|
/s/
Rolf Birkert
|
|
|
|
Rolf
Birkert
|
|
|
|
|
|
|
VV
BETEILIGUNGEN AKTIENGESELLSCHAFT
|
|
|
|
|
|
|
By:
|
/s/
Wilhelm Konrad Thomas Zours
|
|
|
|
Wilhelm
Konrad Thomas Zours
|
|
|
|
|
|
|
DELPHI
UNTERNEHMENSBERATUNG AKTIENGESELLSCHAFT
|
|
|
|
|
|
|
By:
|
/s/
Wilhelm Konrad Thomas Zours
|
|
|
|
Wilhelm
Konrad Thomas Zours
|
|
|
|
|
|
|
JENS
JÜTTNER
|
|
|
|
|
|
|
/s/
Jens Jüttner
|
|
|
|
|
|
|
ROLF
BIRKERT
|
|
|
|
|
|
/s/
Rolf Birkert
|
|
|
|
|
|
|
WILHELM
KONRAD THOMAS ZOURS
|
|
|
|
|
|
|
/s/
Wilhelm Konrad Thomas Zours
|
|
CUSIP
09075G105
|
|
Page
17 of 19
|
Schedule
1
Members
of Management of the Reporting Persons
The
sole member of the Board of Management of each of ABC and DBB is Rolf Birkert. The sole member of the Board of Management of PE
is Jens Jüttner.The members of the Board of Management of DB are Rolf Birkert and Jens Jüttner. The sole member of the
Board of Management of each of VVB and DU is Wilhelm Konrad Thomas Zours.
The
following table sets forth the name, present occupation or employment and citizenship of each such person.
|
Name
|
|
Present
Business Address
|
|
Present
Occupation
|
|
Citizenship
|
|
Rolf
Birkert
|
|
Ziegelhaeuser
Landstrasse 1, 69120 Heidelberg, Germany
|
|
Member
of the Board Deutsche Balaton Aktiengesellschaft
|
|
Germany
|
|
Jens
Jüttner
|
|
Ziegelhaeuser
Landstrasse 1, 69120 Heidelberg, Germany
|
|
Member
of the Board Deutsche Balaton Aktiengesellschaft
|
|
Germany
|
|
Wilhelm
Konrad Thomas Zours
|
|
Ziegelhaeuser
Landstrasse 1, 69120 Heidelberg, Germany
|
|
Sole
Member of the Board Delphi Unternehmensberatung Aktiengesellschaft
|
|
Germany
|
|
CUSIP
09075G105
|
|
Page
18 of 19
|
Schedule
2
|
Person
|
|
Instrument
|
|
Transaction Date
|
|
Quantity Purchased/(Sold)
|
|
Price per
Instrument
|
|
Place of Transaction
|
|
DB
|
|
Biofrontera ordinary shares
|
|
June 1, 2018
|
|
3,760
|
|
€ 5.6270
|
|
Xetra Frankfurt / Main
|
|
DB
|
|
Biofrontera ordinary shares
|
|
June 4, 2018
|
|
5,740
|
|
€ 5.6000
|
|
Xetra Frankfurt / Main
|
|
DBB
|
|
Biofrontera ordinary shares
|
|
June 5, 2018
|
|
609
|
|
€ 5.6100
|
|
Xetra Frankfurt / Main
|
|
DBB
|
|
Biofrontera ordinary shares
|
|
June 6, 2018
|
|
1,500
|
|
€ 5.6300
|
|
Xetra Frankfurt / Main
|
|
DBB
|
|
Biofrontera ordinary shares
|
|
June 7, 2018
|
|
3,456
|
|
€ 5.5970
|
|
Xetra Frankfurt / Main
|
|
DBB
|
|
Biofrontera ordinary shares
|
|
June 8, 2018
|
|
1,044
|
|
€ 5.5800
|
|
Xetra Frankfurt / Main
|
|
DB
|
|
Biofrontera ordinary shares
|
|
July 23, 2018
|
|
52,194
|
|
n/a
|
|
Conversion of ADSs to ordinary shares
|
|
DB
|
|
Biofrontera ADSs
|
|
July 23, 2018
|
|
(26,097)
|
|
n/a
|
|
Conversion of ADSs to ordinary shares
|
|
DB
|
|
Biofrontera ADSs
|
|
July 31, 2018
|
|
2,955
|
|
US $ 13.6573
|
|
NASDAQ
|
|
DB
|
|
Biofrontera ordinary shares
|
|
August 1, 2018
|
|
3,000
|
|
€ 5.8800
|
|
Xetra Frankfurt / Main
|
|
DBB
|
|
Biofrontera ordinary shares
|
|
August 6, 2018
|
|
214,448
|
|
€ 1.00 plus one Warrant
|
|
Tender Offer (1)
|
|
DBB
|
|
Biofrontera ordinary shares
|
|
August 6, 2018
|
|
1,071,953
|
|
€ 6.0000
|
|
Tender Offer (1)
|
|
DU
|
|
Biofrontera ordinary shares
|
|
August 10, 2018
|
|
206
|
|
€ 5.7300
|
|
Xetra Frankfurt / Main
|
|
DU
|
|
Biofrontera ordinary shares
|
|
August 10, 2018
|
|
4,800
|
|
€ 5.8045
|
|
Xetra Frankfurt / Main
|
|
DU
|
|
Biofrontera ordinary shares
|
|
August 10, 2018
|
|
8,000
|
|
€ 5.7912
|
|
Xetra Frankfurt / Main
|
|
DU
|
|
Biofrontera ordinary shares
|
|
August 10, 2018
|
|
16,794
|
|
€ 5.7300
|
|
Xetra Frankfurt / Main
|
|
DU
|
|
Biofrontera ordinary shares
|
|
August 10, 2018
|
|
6
|
|
€ 5.7400
|
|
Xetra Frankfurt / Main
|
|
DB
|
|
Biofrontera ADSs
|
|
August 10, 2018
|
|
3,000
|
|
US $ 13.3000
|
|
NASDAQ
|
|
DU
|
|
Biofrontera ordinary shares
|
|
August 13, 2018
|
|
9,681
|
|
€ 5.7300
|
|
Xetra Frankfurt / Main
|
|
DU
|
|
Biofrontera ordinary shares
|
|
August 13, 2018
|
|
4,500
|
|
€ 5.7500
|
|
Xetra Frankfurt / Main
|
|
DB
|
|
Biofrontera ADSs
|
|
August 13, 2018
|
|
1,000
|
|
US $ 13.1490
|
|
NASDAQ
|
|
DU
|
|
Biofrontera ordinary shares
|
|
August 13, 2018
|
|
4,500
|
|
€ 5.7500
|
|
Xetra Frankfurt / Main
|
|
DU
|
|
Biofrontera ordinary shares
|
|
August 14, 2018
|
|
15,000
|
|
€ 5.8397
|
|
Xetra Frankfurt / Main
|
|
DU
|
|
Biofrontera ordinary shares
|
|
August 14, 2018
|
|
2,319
|
|
€ 5.7300
|
|
Xetra Frankfurt / Main
|
|
DU
|
|
Biofrontera ordinary shares
|
|
August 14, 2018
|
|
7,359
|
|
€ 5.8300
|
|
Xetra Frankfurt / Main
|
|
DB
|
|
Biofrontera ADSs
|
|
August 14, 2018
|
|
301
|
|
US $ 13.0997
|
|
NASDAQ
|
|
DU
|
|
Biofrontera ordinary shares
|
|
August 15, 2018
|
|
2,641
|
|
€ 5.8300
|
|
Xetra Frankfurt / Main
|
|
DU
|
|
Biofrontera ordinary shares
|
|
August 15, 2018
|
|
14,000
|
|
€ 5.8100
|
|
Xetra Frankfurt / Main
|
|
DU
|
|
Biofrontera ordinary shares
|
|
August 15, 2018
|
|
109
|
|
€ 5.7400
|
|
Xetra Frankfurt / Main
|
|
DB
|
|
Biofrontera ADSs
|
|
August 15, 2018
|
|
1,101
|
|
US $ 13.1362
|
|
NASDAQ
|
|
DU
|
|
Biofrontera ordinary shares
|
|
August 16, 2018
|
|
10,663
|
|
€ 5.7300
|
|
Xetra Frankfurt / Main
|
|
DU
|
|
Biofrontera ordinary shares
|
|
August 16, 2018
|
|
4,000
|
|
€ 5.8500
|
|
Xetra Frankfurt / Main
|
|
DU
|
|
Biofrontera ordinary shares
|
|
August 16, 2018
|
|
3,500
|
|
€ 5.8500
|
|
Xetra Frankfurt / Main
|
|
DBB
|
|
Biofrontera ordinary shares
|
|
August 16, 2018
|
|
(214,448)
|
|
-
|
|
Transfer to Trustee
|
|
PE
|
|
Biofrontera ordinary shares
|
|
August 16, 2018
|
|
214,448
|
|
-
|
|
Transfer to Trustee
|
|
CUSIP
09075G105
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Page
19 of 19
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Person
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Instrument
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Transaction Date
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Quantity Purchased/(Sold)
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Price per Instrument
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Place of Transaction
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DB
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|
Biofrontera ADSs
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|
August 16, 2018
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700
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|
US $ 13.1000
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NASDAQ
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|
DU
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|
Biofrontera ordinary shares
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|
August 17, 2018
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|
25,000
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|
€ 5.9600
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|
Xetra Frankfurt / Main
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DU
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|
Biofrontera ordinary shares
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|
August 17, 2018
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|
2,128
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|
€ 5.9300
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|
Xetra Frankfurt / Main
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DU
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|
Biofrontera ordinary shares
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|
August 17, 2018
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3,700
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|
€ 5.8500
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|
Xetra Frankfurt / Main
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DU
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|
Biofrontera ordinary shares
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|
August 20, 2018
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10,876
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|
€ 5.9700
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|
Xetra Frankfurt / Main
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DU
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Biofrontera ordinary shares
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|
August 20, 2018
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3,589
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€ 6.0000
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Xetra Frankfurt / Main
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DU
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Biofrontera ordinary shares
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|
August 20, 2018
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10,000
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|
€ 5.9800
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Xetra Frankfurt / Main
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DU
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Biofrontera ordinary shares
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|
August 20, 2018
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535
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€ 5.9900
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Xetra Frankfurt / Main
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DU
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Biofrontera ordinary shares
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|
August 20, 2018
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10,000
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€ 6.0000
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Xetra Frankfurt / Main
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DU
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|
Biofrontera ordinary shares
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|
August 20, 2018
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|
10,000
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|
€ 6.0211
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|
Xetra Frankfurt / Main
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DU
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|
Biofrontera ordinary shares
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|
August 20, 2018
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15,000
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|
€ 6,0129
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|
Xetra Frankfurt / Main
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DU
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Biofrontera ordinary shares
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|
August 20, 2018
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16,000
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|
€ 6.0083
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|
Xetra Frankfurt / Main
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DU
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Biofrontera ordinary shares
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|
August 24, 2018
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126,269
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€ 6.2841
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Xetra Frankfurt / Main
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DU
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Biofrontera ordinary shares
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August 24, 2018
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5,000
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€ 6.2800
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Xetra Frankfurt / Main
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DU
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Biofrontera ordinary shares
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|
August 24, 2018
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7,380
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|
€ 6.2800
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Xetra Frankfurt / Main
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DU
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Biofrontera ordinary shares
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|
August 24, 2018
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7,000
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|
€ 6.3000
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Xetra Frankfurt / Main
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DU
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Biofrontera ordinary shares
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August 24, 2018
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4,000
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|
€ 6.3000
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Xetra Frankfurt / Main
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DU
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Biofrontera ordinary shares
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August 24, 2018
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12,000
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€ 6.3000
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Xetra Frankfurt / Main
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DU
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Biofrontera ordinary shares
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August 24, 2018
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12,000
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€ 6.2809
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Xetra Frankfurt / Main
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DU
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Biofrontera ordinary shares
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|
August 24, 2018
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12,000
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€ 6.3000
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Xetra Frankfurt / Main
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DU
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Biofrontera ordinary shares
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|
August 24, 2018
|
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8,000
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|
€ 6.3000
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|
Xetra Frankfurt / Main
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DU
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Biofrontera ordinary shares
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|
August 27, 2018
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4,000
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€ 6.2500
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Xetra Frankfurt / Main
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DU
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Biofrontera ordinary shares
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|
August 27, 2018
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3,180
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|
€ 6.2900
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Xetra Frankfurt / Main
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DU
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Biofrontera ordinary shares
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August 27, 2018
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6,027
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€ 6.2500
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Xetra Frankfurt / Main
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DU
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Biofrontera ordinary shares
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|
August 28, 2018
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2,623
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|
€ 6.2377
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Xetra Frankfurt / Main
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DU
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Biofrontera ordinary shares
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August 28, 2018
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5,000
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|
€ 6.2990
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|
Xetra Frankfurt / Main
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DU
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Biofrontera ordinary shares
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|
August 28, 2018
|
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7,000
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€ 6.2900
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|
Xetra Frankfurt / Main
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DB
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Biofrontera ordinary shares
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August 29, 2018
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100,000
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€ 6.3000
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off-market purchase
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DU
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Biofrontera ordinary shares
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August 29, 2018
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1,244
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€ 6.2800
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Xetra Frankfurt / Main
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DU
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Biofrontera ordinary shares
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August 29, 2018
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11
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€ 6.2400
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Xetra Frankfurt / Main
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PE
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Biofrontera ordinary shares
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|
August 29, 2018
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(836)
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€ 1.0000
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Warrant exercise
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DBB
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Warrants
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August 29, 2018
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15,761
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€ 5.2500
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off-market purchase
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DU
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Biofrontera ordinary shares
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August 31, 2018
|
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2,296
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|
€ 6.2400
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|
Xetra Frankfurt / Main
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DU
|
|
Biofrontera ordinary shares
|
|
September 04, 2018
|
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4,141
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|
€ 6.0300
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|
Xetra Frankfurt / Main
|
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DU
|
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Biofrontera ordinary shares
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September 05, 2018
|
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13,159
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|
€ 6.0300
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Xetra Frankfurt / Main
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|
DU
|
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Biofrontera ordinary shares
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September 05, 2018
|
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11,200
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€ 6.0100
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Xetra Frankfurt / Main
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|
DU
|
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Biofrontera ordinary shares
|
|
September 05, 2018
|
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7,398
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|
€ 5.9000
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|
Xetra Frankfurt / Main
|
|
DU
|
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Biofrontera ordinary shares
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|
September 06, 2018
|
|
2,602
|
|
€ 5.9000
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|
Xetra Frankfurt / Main
|
|
DU
|
|
Biofrontera ordinary shares
|
|
September 06, 2018
|
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6,752
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|
€ 5.8800
|
|
Xetra Frankfurt / Main
|
|
DU
|
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Biofrontera ordinary shares
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September 06, 2018
|
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20,058
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|
€ 5.8300
|
|
Xetra Frankfurt / Main
|
|
DU
|
|
Biofrontera ordinary shares
|
|
September 14, 2018
|
|
13,000
|
|
€ 5.8900
|
|
Xetra Frankfurt / Main
|
|
DU
|
|
Biofrontera ordinary shares
|
|
September 14, 2018
|
|
5,427
|
|
€ 5.9100
|
|
Xetra Frankfurt / Main
|
(1)
See Item 4 above.