Biofrontera settles litigation with Biofrontera AG, expands board, amends rights plan

Biofrontera Inc.

Settlement resolves Delaware Chancery lawsuit and challenges to Biofrontera AG's January 2023 shareholder meeting.
Board expands from 5 to 6; Biofrontera AG appoints one Class I director; will add seventh director for 2023 annual meeting.
Rights Agreement amended: Biofrontera AG's beneficial ownership threshold raised from 20% to 29.96%.
Related Party Transactions Committee established to approve all deals between Biofrontera Inc. and Biofrontera AG.
Standstill: Biofrontera AG cannot buy additional shares without committee OK; must vote with Board through 2025.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Biofrontera Inc. entered into Settlement Agreement with Biofrontera AG valued at settlement of disputes related to stockholder meetings and director nominations (effective 2023-04-11).

Action: entry
Agreement: settlement
Counterparty: Biofrontera AG
Value: settlement of disputes related to stockholder meetings and director nominations
Effective: 2023-04-11

Exact text from the filing

On April 11, 2023, Biofrontera Inc., a Delaware corporation (the “Company”), and each member of its Board of Directors, in their individual capacities, entered into a settlement agreement (the “Settlement Agreement”) with Biofrontera AG, a significant stockholder of the Company.

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Biofrontera Inc. filing history →

Source: SEC EDGAR

accession 0001493152-23-012602

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