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ENZN > SEC Filings for ENZN > Form 8-K on 20-Dec-2012All Recent SEC Filings

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Form 8-K for ENZON PHARMACEUTICALS INC


20-Dec-2012

Costs Associated with Exit or Disposal Activities, Other Events, Financ


Item 2.05 Costs Associated with Exit or Disposal Activities.

On December 17, 2012, Enzon Pharmaceuticals, Inc. (the "Company") issued a press release announcing that its Board of Directors (the "Board") has retained Lazard to act as a financial advisor in a review of the possible sale or disposition of one or more corporate assets, or a sale of the Company. The Company also announced that it plans to suspend its clinical development activities. The decision to engage Lazard and suspend the Company's clinical development activities was authorized by the Board on December 14, 2012. A special committee of the Board was established on November 7, 2012 and will oversee this review.

In connection with its plans to suspend clinical development, the Company expects to reduce its workforce, which currently consists of approximately 43 employees, by approximately 15-20 employees. The Company estimates that it will incur approximately $1.4 million in charges related to the reduction in force, all of which would result in cash expenditures for one-time employee termination benefits and associated costs. The Company expects to record the charges and complete the reduction in force in the first quarter of 2013.

A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 2.05.

This Item 2.05 contains forward-looking statements within the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. All statements contained in this Item 2.05, other than statements that are purely historical, are forward-looking statements, which can be identified by the use of forward-looking terminology such as the words "believes," "expects," "may," "will," "should," "potential," "anticipates," "plans," or "intends" and similar expressions. These forward-looking statements should be read in conjunction with the forward-looking statements disclaimer included in the press release attached as Exhibit 99.1.



Item 8.01 Other Events.

Press Release

On December 17, 2012, the Company issued a press release announcing the matters described in the first paragraph of Item 2.05 of this Current Report on Form 8-K. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 8.01.

Research and Development Costs for the First Three Fiscal Quarters of 2012

In response to investor inquiries, the Company is disclosing further information regarding its research and development costs for the first three fiscal quarters of 2012. The table below sets forth the amount of such costs that related to each of the Company's four compounds in human clinical development during such time (PEG-SN38 and mRNA antagonists targeting HIF-1?, Survivin and the Androgen Receptor), as well as depreciation and other research and development costs.

Category                                          Q1 2012      Q2 2012      Q3 2012
                                                            (in thousands)
PEG-SN38                                          $  1,909     $  1,378     $    507
HIF-1? antagonist                                      228          218           99
Survivin antagonist                                    157           41           62
Androgen Receptor antagonist                         1,405        1,051          483
Depreciation                                           860          839          768
Other R&D costs - pipeline                           2,355        2,146        2,034
Total research and development - pipeline costs   $  6,914     $  5,673     $  3,954



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit
No. Description

99.1 Press Release of Enzon Pharmaceuticals, Inc. dated December 17, 2012

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