Enzon Pharmaceuticals and Viskase Companies Announce All-Stock Merger Agreement

Enzon Pharmaceuticals, a New Jersey-based acquisition vehicle company, has agreed to an all-stock merger with Viskase Companies, a maker of non-edible casings for the meat processing industry. The deal will see Viskase merge with a wholly-owned subsidiary of Enzon, with the latter emerging as the surviving entity.

Enzon Pharmaceuticals, Inc. (OTCQX: ENZN), a New Jersey-based acquisition vehicle company, has agreed to an all-stock merger with Viskase Companies, Inc. (OTC Pink Limited: VKSC), a producer of non-edible cellulosic, fibrous, and plastic casings used in the meat processing industry. The merger agreement, announced on June 20, 2025, will see Viskase merge with a wholly-owned subsidiary of Enzon, with the latter emerging as the surviving entity [1].

Under the terms of the merger, each share of Viskase's common stock will be converted into the right to receive an equivalent number of Enzon common stock shares. This transaction is expected to result in Viskase stockholders owning approximately 84.1% of the combined company's common stock, with Enzon and Series C Preferred Stock holders owning 2.06% and 13.84%, respectively [1]. The combined company will operate under the name Viskase Holdings, Inc. and will trade on the OTCQX tier of the OTC market of the OTC Markets Group, Inc. [1].

The merger agreement has been unanimously recommended by independent directors of both companies and approved by their respective boards. It is subject to customary closing conditions, including stockholder approvals and regulatory clearances [1]. Enzon and Viskase have also entered into a support agreement with Icahn Enterprises Holdings L.P. (IEH) and its affiliates, which involves the exchange of Enzon common stock for Viskase's Series C Preferred Stock [1].

Investors are urged to review the registration statement on Form S-4, which will include financial information regarding the combined company, once it is filed with the Securities and Exchange Commission (SEC) [1]. The registration statement is expected to provide detailed information about the merger, including the expected distribution of common stock and the potential financial benefits of the combination.

The merger is expected to create a combined company with significant global reach, given Viskase's nine manufacturing facilities in North America, Europe, South America, and Asia, which allow it to sell its products in nearly 100 countries [1]. The transaction is anticipated to bring together Enzon's acquisition platform capabilities with Viskase's expertise in the meat processing industry.

References:

[1] Enzon Pharmaceuticals, Inc. and Viskase Companies, Inc. Announce Merger Agreement. (June 20, 2025). Retrieved from https://www.marketscreener.com/quote/stock/ENZON-PHARMACEUTICALS-INC-120786932/news/Enzon-and-Viskase-Enter-into-Merger-Agreement-50298345/