Enzon and Viskase Enter into Merger Agreement

Core Viewpoint - Enzon Pharmaceuticals and Viskase Companies have entered into a definitive merger agreement, resulting in Viskase merging into a wholly owned subsidiary of Enzon, with Viskase stockholders expected to own approximately 84.1% of the combined company [1][3]. Company Overview - Enzon Pharmaceuticals is positioned as a public company acquisition vehicle, aiming to become an acquisition platform [6]. - Viskase Companies produces non-edible cellulosic, fibrous, and plastic casings for processed meat products and operates nine manufacturing facilities globally, selling products in nearly one hundred countries [7][8]. Merger Details - The merger is an all-stock transaction, with Viskase stockholders converting their shares into Enzon common stock based on an exchange ratio defined in the merger agreement [3]. - The combined company will operate under the name "Viskase Holdings, Inc." and will trade on the OTCQX tier of the OTC market [1]. - The CEO of the combined entity will be Timothy P. Feast, currently the CEO of Viskase [1]. Ownership Structure Post-Merger - Following the merger, Enzon common stockholders are expected to own approximately 2.06% of the combined company, while holders of Series C Preferred Stock are expected to own about 13.84%, and Viskase stockholders will own approximately 84.1% [3]. Approval and Conditions - The merger agreement has been unanimously approved by the boards of directors of both companies and recommended by special committees of independent directors [2]. - The transaction is subject to customary closing conditions, including stockholder approvals and regulatory approvals [5].