Target company: Biofrontera AG; Bidder: Maruho Deutschland GmbH

Dissemination of an announcement according to the German Securities 
Acquisition and Takeover Act (WpÜG), transmitted by DGAP - a service of 
EQS Group AG.
The bidder is solely responsible for the content of this announcement.
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Publication of the decision to make a voluntary public acquisition offer
in the form of a partial offer
pursuant to Section 10 (1) and (3) of the German Securities Acquisition and
Takeover Act (Wertpapiererwerbs- und Übernahmegesetz) (WpÜG)

Bidder:

Maruho Deutschland GmbH
Hemmelrather Weg 201, Haus 2
51377 Leverkusen
Germany

registered in the commercial register of the Local Court (Amtsgericht) of
Düsseldorf under HRB 69727

Target:

Biofrontera AG
Hemmelrather Weg 201
51377 Leverkusen
Germany

registered in the commercial register of the Local Court (Amtsgericht) of
Cologne under HRB 49717

Registered shares: ISIN DE0006046113 (WKN 604611)

Maruho Deutschland GmbH (“Bidder”), a wholly-owned subsidiary of Maruho
Co., Ltd., decided on 1 April 2019 to make a voluntary public acquisition
offer in the form of a partial offer to the shareholders of Biofrontera AG
to acquire up to a total of 4,322,530 of their registered no-par value
shares in Biofrontera AG (“Biofrontera-Shares”), and thus approximately
9.68 % of the share capital of Biofrontera AG, for a cash consideration of

EUR 6.60 per share

(“Acquisition Offer”). Currently, the Bidder holds 9,062,809
Biofrontera-Shares. This corresponds to approximately 20.31 % of the share
capital and the voting rights.
In all other respects, the Acquisition Offer will be made in accordance
with the provisions to be set out in the offer document. The offer document
and other information pertaining to the Acquisition Offer will be published
in German as well as in a non-binding English translation at

http://www.pharma-offer.de.

The offer document will additionally be published by a notice of
availability (Hinweisbekanntmachung) in the German Federal Gazette
(Bundesanzeiger). A non-binding English translation of the offer document,
along with other notices and announcements pertaining to the Acquisition
Offer, will also be furnished to the U.S. Securities and Exchange
Commission (“SEC”) under cover of Form CB. This information is published on
the SEC’s website at http://www.sec.gov.

Important Notices:
This announcement is neither an offer to purchase nor a request to submit
an offer to sell Biofrontera-Shares. The definite terms of the Acquisition
Offer, as well as further information regarding the Acquisition Offer, will
be published in the offer document following permission by the Federal
Financial Supervisory Authority (Bundesanstalt für
Finanzdienstleistungsaufsicht - BaFin) to publish the offer document. The
Bidder reserves the right to amend the provisions of the Acquisition Offer
insofar as this is legally permissible.

Investors and holders of Biofrontera-Shares or American Depositary Shares
(“ADS”) in Biofron-tera AG (“Biofrontera-ADS”) are strongly advised to read
the offer document, as well as all other documents relating to the
Acquisition Offer, as soon as they are published, as they will contain
important information. The Acquisition Offer will only be for
Biofrontera-Shares and holders of Biofrontera-ADS will not be able to
directly tender their Biofrontera-ADS for sale in connection with the
Acquisition Offer. Holders of Biofrontera-ADS who wish to accept the
Acquisition Offer with regard to the Biofrontera-Shares underlying their
Biofrontera-ADS will be entitled to do so but will first need to timely
convert their Biofrontera-ADS for Biofrontera-Shares, which can then be
tendered for sale within the framework of, in accordance with, and subject
to, the terms of the Acquisition Offer.

Investors and holders of Biofrontera-Shares or Biofrontera-ADS may also
view a non-binding English translation of the documents, notices and
announcements pertaining to the Acquisition Offer on the SEC’s website
(http://www.sec.gov) free of charge as soon as they have been furnished to
the SEC under cover of Form CB and have become available on the website.
Neither the SEC nor any securities commission of any state in the U.S. has
(a) approved or disapproved of the Acquisition Offer, (b) passed upon the
merits or fairness of the Offer, or (c) passed upon the adequacy or
accuracy of the disclosure in this announcement. Any representation to the
contrary is a criminal offense in the U.S.

The Acquisition Offer refers to shares of a German company and will be made
exclusively in accordance with the laws of the Federal Republic of Germany
and certain applicable provisions of the securities laws and regulations of
the United States of America and the respective applicable exemptions, in
particular the so-called “Tier I Exemption”. As a result of the Tier I
Exemption, the Acquisition Offer will generally be subject to the
disclosure and other requirements and procedures of the Federal Republic of
Germany that differ from those of the United States. Any contract that is
concluded on the basis of the Acquisition Offer will be governed solely by
the laws of the Federal Republic of Germany and is to be construed in
accordance with these laws.

With the exception of the permission to publish the offer document in
Germany and pursuant to German law, no other registrations, approvals or
authorizations of the offer document or the Acquisition Offer will be
applied for or arranged with securities regulators of other legal systems.

Leverkusen, 1 April 2019
Maruho Deutschland GmbH
The Management

End of WpÜG announcement

The 01.04.2019 DGAP Distribution Services include Regulatory Announcements, 
Financial/Corporate News and Press Releases.
Archive at www.dgap.de

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