ENZON PHARMACEUTICALS, INC. Annual Report - A Critical Investor Review

Enzon Pharmaceuticals, Inc. is at a pivotal moment. This review breaks down its latest annual report, giving potential investors a clear, detailed look at its current situation and future possibilities.

1. Business Overview (What the company does)

Enzon Pharmaceuticals, Inc. is undergoing a significant transformation. Historically, Enzon earned revenue mainly from royalty payments on its drug technology, like PegIntron and Vicineum. However, for over a decade, the company stopped active drug development and maintained very limited operations.

A Pivotal Merger Agreement. Enzon now functions as a "public company acquisition vehicle." This means its main goal is to merge with another company, bringing that private entity onto the public market using Enzon's existing listing.

On June 20, 2025 (amended in October), Enzon signed a definitive agreement to merge with Viskase Companies, Inc. This merger marks a complete shift for Enzon. If completed, Enzon Pharmaceuticals, Inc. will rename itself "Viskase Holdings, Inc." and become Viskase's parent company.

Operations Before the Merger Agreement: Enzon's traditional royalty-based business has effectively ended.

• PegIntron's global patent expired on December 31, 2024, eliminating all future royalty income from the drug.
• Vicineum license fees, which totaled $26,000 in 2024, dropped to $0 in 2025 following the licensing agreement's cancellation.
• The company currently has no clinical operations or employees. Its executive officer works on a consulting basis, showing its minimal operational footprint.

2. Financial Performance (Revenue, Profit, Year-over-Year Changes)

Enzon's financial performance from its legacy business has significantly declined, reflecting the end of its traditional revenue streams.

• License Maintenance Fees: These fees sharply decreased from $26,000 in 2024 to $0 in 2025 following the Vicineum license cancellation.
• Royalties: Enzon has received no PegIntron royalties in recent years, and expects none in the future due to patent expiration.

3. Risk Factors (Key Risks)

For Enzon investors, the successful completion of the Viskase merger is the primary risk.

• Merger Failure: Stockholders approved the merger, but it still depends on unspecified "final conditions." If these conditions are not met or waived, the merger could fall apart, leaving Enzon without a clear business direction, significant revenue, or active operations.
• No Current Operating Business: Should the merger not happen, Enzon faces a very uncertain future. It lacks active drug development, significant royalty income, and a functional employee base.
• Merck Dispute Uncertainty: The ongoing royalty dispute with Merck presents risks of significant legal costs, adverse judgments, or financial liabilities. These could negatively impact the company's limited resources.
• Market Listing: After the merger, the combined company will remain listed on the OTCQB. This market generally offers lower liquidity and carries a higher perceived risk than major stock exchanges, potentially affecting investor interest and stock price stability.
• Viskase Business Risks: Once the merger completes, Enzon's investors will fully take on the operational, market, and financial risks inherent in Viskase's business.

4. Management Discussion and Analysis (MD&A) Highlights

Management's discussion highlights the company's strategic transformation from a pharmaceutical licensing entity to a public acquisition vehicle. The definitive agreement to merge with Viskase Companies, Inc. is the most significant strategic development, marking a complete pivot for the company. Management sees this merger as the way forward, addressing the end of traditional revenue streams from expired patents and canceled licensing agreements.

The company streamlined its operations, now employing no active staff. An executive officer serves on a consulting basis, reflecting its non-operational status before the merger. Management focuses entirely on successfully completing the merger, which has received stockholder approval, including a reverse stock split.

Management acknowledges the challenges from the complete loss of its core business and near-zero revenue. It emphasizes the Viskase transaction's critical importance for the company's future viability and investor value. The ongoing dispute with Merck represents a potential financial and legal uncertainty that management is addressing.

5. Future Outlook (Guidance, Strategy)

Enzon's future outlook depends entirely on the successful completion of the Viskase merger.

• If the merger completes: Enzon will cease to exist in its current form, transforming into Viskase Holdings, Inc. Pre-merger Enzon stockholders will own 45% of the new combined company, while Viskase's current stockholders will own 55%. Viskase's operations will then determine the combined entity's future business and financial performance.
• If the merger fails: The company faces extreme uncertainty. Its traditional revenue streams have dried up, it has no active operations, and expects no material royalties from existing patents in the future. This scenario would leave Enzon with a highly uncertain path forward.

6. Competitive Position

Enzon no longer competes in pharmaceutical development or licensing. Its current competitive position is that of a shell company or acquisition vehicle. Its role involves facilitating Viskase's public listing, rather than competing in a traditional industry. Therefore, its "competition" focuses more on attracting a suitable merger partner than on outperforming other pharmaceutical companies.

7. Market Trends or Regulatory Changes Affecting Them

Given Enzon's current status as a non-operational entity and acquisition vehicle, traditional pharmaceutical market trends or regulatory changes no longer directly affect its current business. However, once the merger with Viskase completes, the combined entity will face market trends, competitive landscapes, and regulatory environments specific to Viskase's industry.