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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) October 22, 2003
ENZON PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-12957 22-2372868
(State or other jurisdiction of (Commission (IRS Employer
incorporation) File Number) Identification)
685 Route 202/206, Bridgewater, New Jersey 08807
(Address of principal executive offices) (Zip Code)
(Registrant's telephone number, including area code: (908) 541-8600
- --------------------------------------------------------------------------------
(Former name or former address, if changed since last report)
Item 5. Other Events
Enzon Pharmaceuticals, Inc. (NASDAQ:ENZN) announced today that it is updating
its financial outlook and withdrawing its pre-tax net income and EBITDA guidance
for the fiscal year ending June 30, 2004 which it announced in its fourth
quarter 2003 earnings conference call on August 13, 2003, based on the
performance of Schering-Plough's PEG-INTRON(R).
Based on the information received from Schering-Plough, Enzon now anticipates
receiving royalty revenue for the quarter ended September 30, 2003 of
approximately $13.5 to $14.5 million. The royalty revenue received by Enzon is
made up principally of royalties from sales of PEG-INTRON by Schering-Plough.
Enzon does not participate in the manufacturing, marketing or sales of
PEG-INTRON. The decline in royalty revenue this quarter as well as the
significant volatility in royalty revenue in previous quarters are not
reasonably predictable from prescription data, the only information available to
Enzon to forecast sales of PEG-INTRON. Based on the significant volatility and
the lack of reliable predictive information for net sales of PEG-INTRON, the
Company is unable to continue to provide guidance on net income for fiscal 2004.
The Company also announced that it is increasing its guidance on North American
sales of ABELCET(R) (Amphotericin B Lipid Complex Injection) to the upper end of
its previously announced range for full year fiscal 2004 to $65 to $70 million
as compared to the original range of $60 to $70 million. ABELCET is the largest
product that Enzon markets and represents approximately 60% of Enzon's net
sales. Except as described in this release, Enzon is not revising any of the
other guidance provided in the August 13th conference call.
The management of Enzon will be hosting a conference call today, October 22,
2003 at 9:30 AM EDT. All interested parties can access the live call using the
following information:
Domestic Dial-In Number 888-423-3271
International Dial-In Number 651-224-7582
Access Code 703294
Enzon's conference call will also be webcast in a "listen only" mode via the
Internet at http://www.vcall.com. Additionally, for those parties unable to
listen at the time of Enzon's conference call, a rebroadcast will be available
following the call on October 22, 2003 at approximately 2:45 PM EDT. This
rebroadcast will end on November 6, 2003 at midnight. The rebroadcast may be
accessed using the following information:
Domestic Dial-In Number 800-475-6701
International Dial-In Number 320-365-3844
Access Code 703294
The management of Enzon will also be hosting a conference call in conjunction
with the release of its first quarter earnings for fiscal 2004 on November 6,
2003 at 5:00 PM EDT. All interested parties can access the live call using the
following information:
Domestic Dial-In Number 800-553-0351
International Dial-In Number 612-288-0318
Access Code 702254
Enzon Pharmaceuticals is a biopharmaceutical company dedicated to the discovery,
development and commercialization of therapeutics to treat life-threatening
diseases. The company has developed or acquired a number of marketed products,
including PEG-INTRON, marketed by Schering-Plough, and ABELCET, which is
marketed in North America by Enzon. Enzon's science-focused strategy includes an
extensive drug development program that leverages the Company's PEG modification
and single-chain antibody (SCA(R)) technologies. Internal research and
development efforts are complemented by strategic transactions that provide
access to additional products, projects, and technologies. Enzon has several
drug candidates in various stages of development, independently and with
partners.
Except for the historical information herein, the matters discussed in this news
release include forward-looking statements that may involve a number of risks
and uncertainties. Actual results may vary significantly based upon a number of
factors, which are described in the Company's Form 10-K, Form 10-Q's and Form
8-K's on file with the SEC, including without limitation, Enzon's ability to
continue to increase ABELCET's share of the antifungal market and to sustain
such increased market share and to successfully market its proprietary products;
Enzon's dependence on Schering-Plough's effective marketing of PEG-INTRON;
Enzon's ability to clinically advance its PEG-Camptothecin and ATG-Fresenius
programs; Enzon's ability to sustain profitability and positive cash flow; risks
in obtaining and maintaining regulatory approval for indications and expanded
indications for Enzon's products; market acceptance of and continuing demand for
Enzon's products; timing and results of clinical trials and the impact of
competitive products and pricing. All information in this press release is as of
October 22, 2003, and the Company undertakes no duty to update this information.
Item 12. Results of Operations and Financial Condition
On October 22, 2003, Enzon Pharmaceuticals, Inc. issued a press release to
update its financial outlook and withdraw its pre-tax net income and EBITDA
guidance for the fiscal year ending June 30, 2004, which it announced in its
fourth quarter 2003 earnings conference call on August 13, 2003, based on the
performance of Schering-Plough's PEG-INTRON(R). A copy of this press release is
included as Exhibit 99.1 to this Form 8-K and incorporated into this Item 12 by
reference.
The information in this Item 12, including Exhibit 99.1, is being furnished and
shall not be deemed to be "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liability
of that Section, nor shall such information be deemed to be incorporated by
reference in any registration statement or other document filed under the
Securities Act of 1933 or the Exchange Act, except as otherwise stated in such
filing.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: October 22, 2003
By: /s/ Kenneth J. Zuerblis
---------------------------------
Kenneth J. Zuerblis
Vice President, Finance and
Chief Financial Office
Exhibit 99.1
ENZON
PHARMACEUTICALS For Immediate Release
================================================================================
PRESS RELEASE
Contact: Kenneth J. Zuerblis
Vice President, Finance & CFO
908-541-8717
Euro RSCG Life NRP
Mark R. Vincent, Media Relations
212-845-4239
ENZON UPDATES ITS FINANCIAL OUTLOOK FOR
THE FISCAL YEAR ENDING JUNE 30, 2004
BRIDGEWATER, NJ - October 22, 2002 - Enzon Pharmaceuticals, Inc.
(NASDAQ:ENZN) announced today that it is updating its financial outlook and
withdrawing its pre-tax net income and EBITDA guidance for the fiscal year
ending June 30, 2004 which it announced in its fourth quarter 2003 earnings
conference call on August 13, 2003, based on the performance of
Schering-Plough's PEG-INTRON(R).
Based on the information received from Schering-Plough, Enzon now
anticipates receiving royalty revenue for the quarter ended September 30, 2003
of approximately $13.5 to $14.5 million. The royalty revenue received by Enzon
is made up principally of royalties from sales of PEG-INTRON by Schering-Plough.
Enzon does not participate in the manufacturing, marketing or sales of
PEG-INTRON. The decline in royalty revenue this quarter as well as the
significant volatility in royalty revenue in previous quarters are not
reasonably predictable from prescription data, the only information available to
Enzon to forecast sales of PEG-INTRON. Based on the significant volatility and
the lack of reliable predictive information for net sales of PEG-INTRON, the
Company is unable to continue to provide guidance on net income for fiscal 2004.
The Company also announced that it is increasing its guidance on North
American sales of ABELCET(R) (Amphotericin B Lipid Complex Injection) to the
upper end of its previously announced range for full year fiscal 2004 to $65 to
$70 million as compared to the original range of $60 to $70 million. ABELCET is
the largest product that Enzon markets and represents
-more-
================================================================================
685 Route 202/206
Phone: (908) 541-8600 Fax: (908) 575-9457
http://www.enzon.com
Financial outlook/ page 2
approximately 60% of Enzon's net sales. Except as described in this release,
Enzon is not revising any of the other guidance provided in the August 13th
conference call.
"All aspects of the business that we control continue to be at or above of
our expectations," commented Arthur J. Higgins, Chairman and Chief Executive
Officer of Enzon Pharmaceuticals, Inc. "In addition to the better than expected
performance of ABELCET, all of our products that we market continue to show
growth and our expenses remain under control and within previous guidance."
The management of Enzon will be hosting a conference call today,
October 22, 2003 at 9:30 AM EDT. All interested parties can access the live call
using the following information:
Domestic Dial-In Number 888-423-3271
International Dial-In Number 651-224-7582
Access Code 703294
Enzon's conference call will also be webcast in a "listen only" mode
via the Internet at http://www.vcall.com. Additionally, for those parties unable
to listen at the time of Enzon's conference call, a rebroadcast will be
available following the call on October 22, 2003 at approximately 2:45 PM EDT.
This rebroadcast will end on November 6, 2003 at midnight. The rebroadcast may
be accessed using the following information:
Domestic Dial-In Number 800-475-6701
International Dial-In Number 320-365-3844
Access Code 703294
The management of Enzon will also be hosting a conference call in
conjunction with the release of its first quarter earnings for fiscal 2004 on
November 6, 2003 at 5:00 PM EDT. All interested parties can access the live call
using the following information:
Domestic Dial-In Number 800-553-0351
International Dial-In Number 612-288-0318
Access Code 702254
-more-
================================================================================
685 Route 202/206
Phone: (908) 541-8600 Fax: (908) 575-9457
http://www.enzon.com
Financial outlook/ page 3
Enzon Pharmaceuticals is a biopharmaceutical company dedicated to the
discovery, development and commercialization of therapeutics to treat
life-threatening diseases. The company has developed or acquired a number of
marketed products, including PEG-INTRON, marketed by Schering-Plough, and
ABELCET, which is marketed in North America by Enzon. Enzon's science-focused
strategy includes an extensive drug development program that leverages the
Company's PEG modification and single-chain antibody (SCA(R)) technologies.
Internal research and development efforts are complemented by strategic
transactions that provide access to additional products, projects, and
technologies. Enzon has several drug candidates in various stages of
development, independently and with partners.
Except for the historical information herein, the matters discussed in
this news release include forward-looking statements that may involve a number
of risks and uncertainties. Actual results may vary significantly based upon a
number of factors, which are described in the Company's Form 10-K, Form 10-Q's
and Form 8-K's on file with the SEC, including without limitation, Enzon's
ability to continue to increase ABELCET's share of the antifungal market and to
sustain such increased market share and to successfully market its proprietary
products; Enzon's dependence on Schering-Plough's effective marketing of
PEG-INTRON; Enzon's ability to clinically advance its PEG-Camptothecin and
ATG-Fresenius programs; Enzon's ability to sustain profitability and positive
cash flow; risks in obtaining and maintaining regulatory approval for
indications and expanded indications for Enzon's products; market acceptance of
and continuing demand for Enzon's products; timing and results of clinical
trials and the impact of competitive products and pricing. All information in
this press release is as of October 22, 2003, and the Company undertakes no duty
to update this information.
For further information regarding Enzon, this press release or the
conference call, please go to Enzon's website homepage at http://www.enzon.com
and to Enzon's Investor Relations website page at
http://www.enzon.com/shareholders.html.
# # #
================================================================================
685 Route 202/206
Phone: (908) 541-8600 Fax: (908) 575-9457
http://www.enzon.com