6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO

RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of February 2022

Commission File Number: 001-38396

BIOFRONTERA AG

(Registrant’s name / Translation of registrant’s name into English)

Hemmelrather Weg 201, D-51377 Leverkusen Germany

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒ Form:40-F ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): N/A

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): N/A

EXHIBITS

Exhibit Number	Description
99.1	Biofrontera AG: Management Board and supervisory board are going to submit proposals for resolutions on capital measures at an extraordinary shareholders' meeting

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

BIOFRONTERA AG
By:	/s/ Ludwig Lutter
Name:	Ludwig Lutter
Title:	CFO

Date: February 24, 2022

EX-99.1

Exhibit 99.1

Ad hoc release

Ad-hoc Release pursuant to Art. 17 MAR

Biofrontera AG: Management Board and supervisory board are going to submit proposals for resolutions on capital measures at an extraordinary shareholders’ meeting

Leverkusen, Germany, February 24, 2022 – The management board and supervisory board resolved today to submit resolution proposals for capital measures at an extraordinary shareholders’ meeting to be convened shortly.

Under agenda item 1, it is to be proposed that the management board will be authorized, subject to the approval of the supervisory board, to issue convertible bonds and/or warrant bonds with a total nominal value of up to EUR 8,000,000 and, in doing so, to grant options and/or conversion rights on up to 8,000,000 new registered no-par value shares of the company and to create a corresponding conditional capital.

Under agenda item 2, it is to be proposed to resolve on an orderly capital increase to increase the share capital of the Company by up to EUR 7,089,673 by issuing up to 7,089,673 new no-par value registered shares of the Company. Subscription rights shall not be excluded. The subscription price per new share shall be EUR 1.00.

Both proposals are to be linked in such a way that either the authorization under agenda item 1 will be exercised or the capital increase under agenda item 2 will be carried out.

The reason for the proposed measures is that extraordinary liabilities will become due. On Nov. 29, 2021, the Company had announced that it had entered into a settlement agreement with DUSA Pharmaceuticals, Inc. (“DUSA”) by which payment obligations were agreed. Initially, it was the intention to generate the necessary liquidity by selling Biofrontera Inc. shares, which remains an available option in general. There are also chances that debt capital may be raised.

By convening the shareholders’ meeting, an additional financing option shall be created.

Biofrontera AG, Hemmelrather Weg 201, 51377 Leverkusen

ISIN: DE0006046113

WKN: 604611

Contact: Biofrontera AG

Tel.: +49 (0214) 87 63 2 0, Fax.: +49 (0214) 87 63 290

E-mail: ir@biofrontera.com

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