SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF
THE SECURITIES EXCHANGE ACT OF 1934
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Definitive Consent Statement |
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Soliciting Material under §240.14a-12 |
ENZON PHARMACEUTICALS, INC.
(Name of registrant as specified in its charter)
DellaCamera Capital Master Fund, Ltd.,
DellaCamera Capital Fund, Ltd.,
DellaCamera Capital Management, LLC,
Ralph DellaCamera, Jr.,
Andrew Kurtz,
and
Vincent Spinnato
(Name of person(s) filing proxy statement, if other than the registrant)
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DELLACAMERA PROVIDES UPDATE ON COURT DEVELOPMENTS RELATING TO ITS CONSENT SOLICITATION TO REMOVE CEO OF ENZON
Delaware Court of Chancery Denies Enzon’s Motion for Expedited Proceedings
New York, NY, May 7, 2009 -- DellaCamera Capital Management, LLC (“DellaCamera”) and related entities, which beneficially hold approximately 8.3% of the shares of Enzon Pharmaceuticals, Inc. (“Enzon” or the “Company”) (NASDAQ: ENZN), today disclosed that the Delaware Court of Chancery has denied Enzon’s motion to expedite proceedings in a lawsuit Enzon filed against DellaCamera relating to its consent solicitation to remove CEO and President Jeffrey H. Buchalter.
DellaCamera stipulated, and the Court ordered, that the stockholder proposals, if adopted by the stockholders, shall not be implemented or have any effect upon Jeffrey H. Buchalter’s employment agreement until the Court of Chancery has an opportunity to rule on the validity of such stockholder proposals in an expedited proceeding, which was a condition of the Court’s denial of Enzon’s motion.
DellaCamera has filed a preliminary consent solicitation statement with the Securities and Exchange Commission seeking: (1) to amend the Company’s bylaws to allow stockholders to remove the Company’s CEO and/or President from all of such person’s officer’s positions; (2) to remove Jeffrey H. Buchalter, Enzon’s current CEO and President, as an officer of the Company; and (3) to amend the Company’s bylaws to allow the Board to change these stockholder adopted bylaws only by unanimous vote.
DellaCamera has retained MacKenzie Partners, Inc. as its proxy solicitor; Moelis & Company LLC as its financial advisor; Kleinberg, Kaplan, Wolff & Cohen, P.C. as its legal counsel; and Prickett, Jones & Elliott, P.A. as its Delaware legal counsel.
PLEASE READ THE CONSENT SOLICITATION STATEMENT OF DELLACAMERA CAPITAL MASTER FUND, LTD. WHEN IT BECOMES AVAILABLE, BECAUSE IT CONTAINS IMPORTANT INFORMATION INCLUDING INFORMATION ABOUT INDIVIDUALS DEEMED TO BE PARTICIPANTS IN THE SOLICITATION OF CONSENTS OF ENZON PHARMACEUTICALS, INC. STOCKHOLDERS. YOU MAY OBTAIN THIS CONSENT SOLICITATION STATEMENT, OR ANY OTHER RELEVANT DOCUMENTS, FOR FREE AT WWW.SEC.GOV. YOU MAY ALSO OBTAIN THIS CONSENT SOLICITATION STATEMENT, OR ANY OTHER INFORMATION RELEVANT TO THE SOLICITATION OF CONSENTS BY DELLACAMERA CAPITAL MASTER FUND, LTD., BY CONTACTING MACKENZIE PARTNERS, INC., 105 MADISON AVENUE, NEW YORK, NY 10016 AT 800-322-2885. PRESENTLY, A PRELIMINARY FORM OF THIS CONSENT SOLICITATION STATEMENT IS PUBLICLY AVAILABLE.
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Contacts:
Media:
Sard Verbinnen & Co.
Dan Gagnier/Renee Soto, 212-687-8080