0001104659-20-123067 | 10-Q | XBRL Viewer | Enzon Pharmaceuticals INC

Rights Offering (Details) - USD ($)			9 Months Ended
Rights Offering (Details) - USD ($)	Oct. 14, 2020	Sep. 01, 2020	Sep. 30, 2020	Dec. 31, 2019
Class of Warrant or Right [Line Items]
Preferred stock, par value (in dollars per share)			$ 0.01	$ 0.01
Number of preferred shares outstanding			0	0
Common stock, shares outstanding			44,214,603	44,214,603
Rights Offering
Class of Warrant or Right [Line Items]
Amount of charge from shareholders for issue of rights		no
Subscription price per unit of a right		$ 1,090
Number of preferred stock eligible for each warrant become exercisable		1
Number of subscription rights to be held for purchase of a unit		1,105
Number of units entitled for 1,105 subscription rights held		1
Net proceeds from rights offering		$ 43,000,000
Rights Offering \| Subsequent Event
Class of Warrant or Right [Line Items]
Rights Offering and realized in gross proceeds	$ 43,600,000
Rights Offering \| Series C Preferred Stock
Class of Warrant or Right [Line Items]
Preferred stock, par value (in dollars per share)		$ 0.01
Number of common shares for unit		750
Percentage of dividend on liquidation preference to be paid in cash		3.00%
Liquidation preference per share of preferred stock		$ 1,000
Annual increase in percentage of the liquidation preference per share, if dividend not paid in cash		5.00%
Issued and gross proceeds			$ 43,600,000
Rights Offering \| Investment Agreement \| Subsequent Event
Class of Warrant or Right [Line Items]
Number of Units for which Stockholders Exercised Subscription Rights	6,694
Rights Offering \| Investment Agreement \| Icahn Capital LP
Class of Warrant or Right [Line Items]
Percentage of interest held		15.00%
Rights Offering \| Investment Agreement \| Icahn Capital LP
Class of Warrant or Right [Line Items]
Fees paid for investment commitment		$ 0
Rights Offering \| Investment Agreement \| Icahn Capital LP \| Subsequent Event
Class of Warrant or Right [Line Items]
Number of units subscribed	5,971
Number of units sold that remains unsubscribed	33,306
Affiliates own	48.60%
Rights Offering \| Investment Agreement \| Icahn Capital LP \| Series C Preferred Stock \| Subsequent Event
Class of Warrant or Right [Line Items]
Number of units sold	40,000
Number of preferred shares outstanding	40,000
Common stock, shares outstanding	74,214,603

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Current assets:
Cash	$ 5,311	$ 5,446
Deferred stock offering expenses	457	0
Refundable tax credits receivable, current portion	0	485
Other current assets	56	62
Total current assets	5,824	5,993
Refundable tax credits receivable, net of current portion	0	485
Total assets	5,824	6,478
Current liabilities:
Accounts payable	306	324
Accrued expenses and other current liabilities	348	99
Total current liabilities	654	423
Commitments and contingencies	0	0
Stockholders' equity
Preferred stock - $0.01 par value, authorized 3,000,000 shares; no shares issued and outstanding at September 30, 2020 and December 31, 2019	0	0
Common stock - $0.01 par value, authorized 170,000,000 shares; issued and outstanding 44,214,603 shares at September 30, 2020 and December 31, 2019	442	442
Additional paid-in capital	75,690	75,690
Accumulated deficit	(70,962)	(70,077)
Total stockholders' equity	5,170	6,055
Total liabilities and stockholders' equity	$ 5,824	$ 6,478

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($)	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Total
Balance at Dec. 31, 2018	$ 442,000	$ 83,649,000	$ (69,098,000)	$ 14,993,000
Balance (in shares) at Dec. 31, 2018	44,215
Net loss	$ 0	0	(371,000)	(371,000)
Common stock dividend	0	(2,653,000)		(2,653,000)
Balance at Mar. 31, 2019	$ 442,000	80,996,000	(69,469,000)	11,969,000
Balance (in shares) at Mar. 31, 2019	44,215
Balance at Dec. 31, 2018	$ 442,000	83,649,000	(69,098,000)	14,993,000
Balance (in shares) at Dec. 31, 2018	44,215
Net loss				(717,000)
Balance at Sep. 30, 2019	$ 442,000	75,690,000	(69,815,000)	6,317,000
Balance (in shares) at Sep. 30, 2019	44,215
Balance at Mar. 31, 2019	$ 442,000	80,996,000	(69,469,000)	11,969,000
Balance (in shares) at Mar. 31, 2019	44,215
Net loss	$ 0	0	(21,000)	(21,000)
Balance at Jun. 30, 2019	$ 442,000	80,996,000	(69,490,000)	11,948,000
Balance (in shares) at Jun. 30, 2019	44,215
Net loss	$ 0	0	(325,000)	(325,000)
Common stock dividend	0	(5,306,000)		(5,306,000)
Balance at Sep. 30, 2019	$ 442,000	75,690,000	(69,815,000)	6,317,000
Balance (in shares) at Sep. 30, 2019	44,215
Balance at Dec. 31, 2019	$ 442,000	75,690,000	(70,077,000)	6,055,000
Balance (in shares) at Dec. 31, 2019	44,215
Net loss	$ 0	0	(242,000)	(242,000)
Balance at Mar. 31, 2020	$ 442,000	75,690,000	(70,319,000)	5,813,000
Balance (in shares) at Mar. 31, 2020	44,215
Balance at Dec. 31, 2019	$ 442,000	75,690,000	(70,077,000)	6,055,000
Balance (in shares) at Dec. 31, 2019	44,215
Net loss				(885,000)
Balance at Sep. 30, 2020	$ 442,000	75,690,000	(70,962,000)	5,170,000
Balance (in shares) at Sep. 30, 2020	44,215
Balance at Mar. 31, 2020	$ 442,000	75,690,000	(70,319,000)	5,813,000
Balance (in shares) at Mar. 31, 2020	44,215
Net loss	$ 0	0	(236,000)	(236,000)
Balance at Jun. 30, 2020	$ 442,000	75,690,000	(70,555,000)	5,577,000
Balance (in shares) at Jun. 30, 2020	44,215
Net loss	$ 0	0	(407,000)	(407,000)
Balance at Sep. 30, 2020	$ 442,000	$ 75,690,000	$ (70,962,000)	$ 5,170,000
Balance (in shares) at Sep. 30, 2020	44,215

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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+ Details

- Definition

Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.

+ References + Details

Basis of Presentation	9 Months Ended
Basis of Presentation	Sep. 30, 2020
Basis of Presentation
Basis of Presentation	(2) Basis of Presentation Interim Financial Statements The accompanying unaudited condensed consolidated financial statements have been prepared from the books and records of the Company in accordance with United States generally accepted accounting principles (U.S. GAAP) for interim financial information and Rule 10‑01 of Regulation S-X promulgated by the U.S. Securities and Exchange Commission (SEC). Accordingly, these financial statements do not include all of the information and footnotes required for complete annual financial statements. Interim results are not necessarily indicative of the results that may be expected for the full year. Interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10‑K for the year ended December 31, 2019. Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated as part of the consolidation. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. These estimates include legal and contractual contingencies and income taxes. Although management bases its estimates on historical experience, relevant current information and various other assumptions that are believed to be reasonable under the circumstances, actual results could differ from these estimates. Deferred Stock Offering Expenses The Company classifies amounts related to the Rights Offering (see Note 13) not completed as of the balance sheet date as Deferred Stock Offering Expenses. Such costs will be reclassified as an offset to Additional Paid-in-Capital upon termination of the Rights Offering. During the nine months ended September 30, 2020, the Company incurred approximately $457,000 of offering related costs, all of which was incurred during the three months ended September 30, 2020. Revenue Recognition Royalty revenues from the Company’s agreements with third parties are recognized when the Company can reasonably determine the amounts earned. In most cases, this will be upon notification from the third-party licensee, which is typically during the quarter following the quarter in which the sales occurred. The Company does not participate in the selling or marketing of products for which it receives royalties. No provision for uncollectible accounts is established upon recognition of revenues. Contingent payments due under the asset purchase agreement for the sale of the Company’s former specialty pharmaceutical business are recognized as revenue when the milestone has been achieved and collection is assured, such payments are non-refundable and no further effort is required on the part of the Company or the other party to complete the earning process. Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be realized. The effect of a change in tax rates or laws on deferred tax assets and liabilities is recognized in operations in the period that includes the enactment date of the rate change. A valuation allowance is established to reduce the deferred tax assets to the amounts that are more likely than not to be realized from operations. Tax benefits of uncertain tax positions are recognized only if it is more likely than not that the Company will be able to sustain a position taken on an income tax return. The Company has no liability for uncertain tax positions. Interest and penalties, if any, related to unrecognized tax benefits, would be recognized as income tax expense.

Income Taxes	9 Months Ended
Income Taxes	Sep. 30, 2020
Income Taxes
Income Taxes	(9) Income Taxes During the nine-month and three-month periods ended September 30, 2020, the Company recorded approximately $2,000 and $0, respectively, of income tax expense for New Jersey state income tax. During the nine-month and three-month periods ended September 30, 2019, the Company recorded approximately $2,000 and $0, respectively, of income tax expense for New Jersey state income tax. As of September 30, 2020, the Company continues to provide a valuation allowance against all of its deferred tax assets, as the Company believes it is more likely than not that its deferred tax assets will not be realized. However, although there can be no certainty of such, if the Company’s acquisition strategy is successful and future taxable income is projected, among other things, the valuation allowance will be reevaluated. Management of the Company will continue to assess the need for this valuation allowance and will make adjustments if and when appropriate. Additionally, management of the Company believes that the Company's net operating loss carryforwards will not be limited by any changes in the Company's ownership as a result of the successful Completion of the Rights Offering (see Note 15). Tax benefits of uncertain tax positions are recognized only if it is more likely than not that the Company will be able to sustain a position taken on an income tax return. The Company has no liability for uncertain tax positions. Interest and penalties, if any, related to unrecognized tax benefits, would be recognized as income tax expense. On December 22, 2017, the Tax Cuts and Jobs Act was signed into law. Among its numerous changes to the Internal Revenue Code, the Tax Cut and Jobs Act allowed companies with existing alternative minimum tax credit (“MTC”) carryforwards as of December 31, 2017 to receive refunds of the credits in tax years after 2017 and before 2022 in an amount equal to 50% (100% in 2021) of the excess MTC over the amount of the credit allowable for the year against regular tax liability. As a result of the Tax Cuts and Jobs Act’s provision allowing for the refund of MTC, the Company had recorded $485,000 as a long-term receivable and $485,000 as a current receivable as of December 31, 2019. As a result of provision in the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”) that was signed into law on March 27, 2020, the Company was able to reclassify the remaining long-term receivable of $485,000 as a current receivable as of March 31, 2020. This amount was received in June 2020. The CARES Act also provides for an indefinite carryforward period and five-year carryback period for net operating losses generated after 2017, but before 2021, and removes the annual utilization limit of 80% of taxable income and allows the net operating losses to offset 100% of taxable income during this period. Net operating losses generated prior to 2018 continue to be carried forward for 20 years and have no 80% limitation on utilization.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References + Details

Stock-Based Compensation (Tables)

9 Months Ended

Sep. 30, 2020

Stock-Based Compensation

Schedule of share-based compensation stock options activity

Activity related to stock options and nonvested shares during the nine months ended September 30, 2020 and related balances outstanding as of that date are reflected below (in thousands):


		Stock
		Options
Outstanding at January 1, 2020		41,787
Granted		—
Exercised and vested		—
Expired and forfeited		—
Outstanding at September 30, 2020		41,787

Options vested at September 30, 2020		41,787

Options exercisable at September 30, 2020		41,787

Loss Per Common Share (Tables)

9 Months Ended

Sep. 30, 2020

Loss Per Common Share

Schedule of loss per common share information, basic and diluted

Loss per common share information is as follows (in thousands, except per share amounts) for the three months and nine months ended September 30, 2020 and 2019:


	Three months ended				Nine months ended
	September 30,				September 30,
	2020		2019		2020		2019
Loss Per Common Share – Basic and Diluted:
Net loss	$	(407)	$	(325)	$	(885)	$	(717)

Weighted-average number of common shares outstanding		44,215		44,215		44,215		44,215

Basic and diluted loss per share	$	(0.01)	$	(0.01)	$	(0.02)	$	(0.01)

Accounts Payable	9 Months Ended
Accounts Payable	Sep. 30, 2020
Accounts Payable
Accounts Payable	(12) Accounts Payable As of December 31, 2019, according to Merck, the Company had a net liability to Merck (net of a 25% royalty interest that the Company had previously sold) aggregating approximately $324,000. This was based on Merck’s assertions regarding the net result of overpayments, rebates and returns related to prior period sales of PegIntron. Merck expected to recoup such overpayments through reductions of future royalties earned by the Company. In the first, second and third quarters of 2020, as reported by Merck, net royalties from PegIntron were approximately $2,000, $8,000 and $8,000, respectively. As such, as asserted by Merck, the Company’s liability to Merck was approximately $306,000 at September 30, 2020. The Company believes that it will receive no more significant royalties from Merck, but may be charged with additional chargebacks from returns and rebates in amounts that, based on current estimates, are not expected to be material.

Cash Dividend	9 Months Ended
Cash Dividend	Sep. 30, 2020
Cash Dividend
Cash Dividend	(7) Cash Dividend On January 30, 2019, the Board of Directors of the Company declared a special cash dividend of $0.06 per share of the Company’s common stock, aggregating approximately $2,653,000, which was paid on March 21, 2019 to stockholders of record as of the close of business on February 21, 2019. There were no dividends declared or paid in the three or nine-month periods ended September 30, 2020.

Rights Offering

9 Months Ended

Sep. 30, 2020

Rights Offering

Rights Offering

(15) Rights Offering

On September 1, 2020, the Company’s Board of Directors approved a Rights Offering, by which the Company distributed, at no charge to all holders of its common stock on September 23, 2020 (the “Record Date”), transferable subscription rights to purchase Units at a subscription price per Unit of $1,090. In the Rights Offering each stockholder received one subscription right for every share of common stock owned at 5:00 p.m., New York City time, on the Record Date. For every 1,105 subscription rights held, a stockholder was entitled to purchase one Unit at the subscription price. Each Unit consisted of newly designated Series C preferred stock, par value $0.01, and 750 shares of the Company’s common stock. It is the intention of the Company to use the approximately $43 million of net proceeds from the Rights Offering, to position the Company as a public company acquisition vehicle, where it can become an acquisition platform and more fully utilize its net operating loss carryforwards and enhance stockholder value. The Company does not, however, have any current plans, arrangements or understandings with respect to any acquisitions or investment and is, currently, not involved in any negotiations with respect to any such transactions.

On an annual basis, the Company’s Board of Directors may, at its sole discretion, cause a dividend with respect to the Series C Preferred Stock to be paid in cash to the holders in an amount equal to 3% of the liquidation preference as in effect at such time (initially $1,000 per share). If the dividend is not so paid in cash, the liquidation preference will be adjusted and increased annually by an amount equal to 5% of the liquidation preference per share as in effect at such time, that is not paid in cash to the holders on such date. Holders of Series C preferred stock do not have any voting rights and the Series C preferred stock is not convertible into shares of the Company’s common stock. The initial liquidation value of the Series C preferred stock is $1,000 per share. On or after November 1, 2022, the Company may redeem the Series C preferred stock at any time, in whole or in part, based on the liquidation preference per share as in effect at such time. Holders of Series C preferred stock have the right to demand that the Company redeem their shares in the event that the Company undergoes a change of control.

On September 1, 2020, the Company entered into an Investment Agreement with Icahn Capital LP (the “Investment Agreement”) in connection with the Rights Offering. Icahn Capital LP, together with its affiliates, owned approximately 15% of the Company’s then outstanding shares of common stock and is one of the Company’s largest stockholders.

Subject to the terms and conditions of the Investment Agreement, Icahn Capital LP agreed to subscribe for its pro-rata share of the Rights Offering and to purchase all units that remain unsubscribed for at the expiration of the Rights Offering to the extent that other holders elected not to exercise all of their respective subscription rights. No fees were paid by the Company to Icahn Capital LP in consideration of such investment commitment. In connection with the execution of the Investment Agreement, the parties agreed to terminate the Standstill Agreement, dated December 18, 2016, by and between the Company, Icahn Capital LP and the other affiliated parties identified therein, so that it shall be of no further force or effect; and waive the applicability of Section 203 of the Delaware General Corporation Law of the State of Delaware to Icahn Capital LP and its affiliates. In addition, the Company agreed to use its best efforts to register for resale all of the shares of the Company’s common stock then held by Icahn Capital LP and its affiliates following the closing of the Rights Offering.

The subscription period for the Rights Offering ended on October 9, 2020. On October 14, 2020, the Company reported that stockholders exercised subscription rights to purchase 6,694 units. Pursuant to the Investment Agreement, Icahn Capital LP subscribed for 5,971 of such units (its pro-rata share of the Rights Offering). In addition, pursuant to its investment commitment Icahn Capital LP purchased all 33,306 units that remained unsubscribed for at the expiration of the Rights Offering. As a result of such purchases, Icahn Capital LP and its affiliates own 48.6% of the Company’s common stock.

As a result of the sale of all 40,000 units available for purchase in the Rights Offering, the Company currently has 40,000 shares of Series C preferred stock outstanding and an aggregate of 74,214,603 shares of common stock outstanding following the Rights Offering and realized gross proceeds of $43.6 million.

The Company believes that the completion of the Rights Offering will not limit the use of its net operating loss carryforwards due to any Section 382 limitations.

Assuming the Rights Offering closed on September 30, 2020, the Series C preferred shares were issued, the common shares were issued and the gross proceeds of $43.6 million had been received as of that date, the following are the pro forma balance sheet and calculation of pro forma loss per share:

Enzon Pharmaceuticals, Inc. and Subsidiaries

Pro Forma Condensed Consolidated Balance Sheet

As of September 30, 2020

(In thousands)

(Unaudited)


ASSETS
			Pro Forma
	As Reported		Adjustments			Pro Forma
Current assets:
Cash	$	5,311	$	43,600	(1)	$	48,911
Deferred offering costs		457		(457)	(2)		—
Other current assets		56		56
Total assets	$	5,824	$	43,143		$	48,967

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
Accounts payable, accrued expenses and other current liabilities	$	654	$	—		$	654
Total liabilities		654		—			654

Commitments and contingencies

Mezzanine equity
Series C preferred stock - $1,000 par value, 40,000 shares authorized, issued,and outstanding (liquidation value $40,000)		—		40,000	(3)		40,000

Stockholders' equity
Preferred stock - $0.01 par value, 2,960,000 shares authorized; no shares issued and outstanding		—		—			—
Common stock - $.01 par value, 74,214,603 shares authorized, issued, and outstanding		442		300	(4)		742
Additional paid-in capital		75,690		2,843	(5)		78,533
Accumulated deficit		(70,962)		—			(70,962)
Total stockholders' equity		5,170		3,143			8,313
Total liabilities, mezzanine equity and stockholders' equity	$	5,824	$	43,143		$	48,967

Pro FormaAdjustments

(1)

To record receipt of proceeds of Rights Offering

(2)

To record reclassification of deferred offering costs

(3)

To record issuance of 40,000 shares of Series C preferred stock at par value

(4)

To record issuance of 30 million shares of common stock at par value

(5)

To record addition of $3.3 million of capital in excess of par value less $457,000 of deferred offering costs

Enzon Pharmaceuticals, Inc. and Subsidiaries

Pro Forma Loss Per Share- Basic and Diluted

For the Periods

(In thousands except per share data)

(Unaudited)


	Three Months Ended September 30, 2020
			Pro Forma
	As Reported		Adjustments			Pro Forma

Loss	$	(407)				$	(885)

Weighted average shares outstanding		44,215		30,000	(x)		74,215

Loss per share - basic and diluted	$	(0.01)				$	(0.01)


	Nine Months Ended September 30, 2020
			Pro Forma
	As Reported		Adjustments			Pro Forma

Loss	$	(885)				$	(885)

Weighted average shares outstanding		44,215		30,000	(x)		74,215

Loss per share - basic and diluted	$	(0.02)				$	(0.01)

Pro Forma Adjustments

(x)To record issuance of common shares pursuant to the Rights Offering

Stock-Based Compensation

9 Months Ended

Sep. 30, 2020

Stock-Based Compensation

Stock-Based Compensation

(8) Stock-Based Compensation

Stock Options and Restricted Stock Units (RSUs or Nonvested Shares)

During the nine months ended September 30, 2020, no options were granted, and the Company incurred no stock-based compensation expense. No RSUs were outstanding as of September 30, 2020.

There were no options granted during the nine months ended September 30, 2019 and no nonvested shares granted or outstanding during the nine months ended September 30, 2019. The Company uses historical data to estimate forfeiture rates.

Activity related to stock options and nonvested shares during the nine months ended September 30, 2020 and related balances outstanding as of that date are reflected below (in thousands):


		Stock
		Options
Outstanding at January 1, 2020		41,787
Granted		—
Exercised and vested		—
Expired and forfeited		—
Outstanding at September 30, 2020		41,787

Options vested at September 30, 2020		41,787

Options exercisable at September 30, 2020		41,787

Section 382 Rights Plan (Details)	Aug. 14, 2020 USD ($) Vote $ / shares shares	Sep. 30, 2020 $ / shares	Dec. 31, 2019 $ / shares
Preferred stock, par value (in dollars per share) \| $ / shares		$ 0.01	$ 0.01
Amount of operating loss carry forward \| $	$ 0
Section 382 Rights Plan
Rights per share distributed as dividend \| shares	1
Number of preferred stock purchase right for each common stockholder \| shares	1
Section 382 Rights Plan \| Series A-1 Junior Participating Preferred Stock
Number of preferred stock eligible for each warrant become exercisable \| shares	1
Preferred stock, par value (in dollars per share) \| $ / shares	$ 0.01
Purchase price per right \| $ / shares	$ 1.20
Number of votes for fractional share \| Vote	1

Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 30, 2020	Oct. 30, 2020
Document and Entity Information
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2020
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	Q3
Entity Registrant Name	ENZON PHARMACEUTICALS, INC.
Entity Central Index Key	0000727510
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Title of 12(b) Security	None
Security Exchange Name	NONE
Trading Symbol	ENZN
Entity Common Stock, Shares Outstanding		74,214,603
Entity Shell Company	false
Entity Emerging Growth Company	false
Entity Small Business	true
Entity Interactive Data Current	Yes

Stock-Based Compensation (Details) - USD ($)	9 Months Ended
Stock-Based Compensation (Details) - USD ($)	Sep. 30, 2020	Sep. 30, 2019
Stock-Based Compensation
Nonvested shares outstanding	0	0
Nonvested shares granted	0	0
Stock-based compensation expense	$ 0
Outstanding at January 1, 2020	41,787,000
Granted	0	0
Exercised and vested	0
Expired and forfeited	0
Outstanding at September 30, 2020	41,787,000
Options vested and expected to vest at September 30, 2020	41,787,000
Options exercisable at September 30, 2020	41,787,000

Section 382 Rights Plan	9 Months Ended
Section 382 Rights Plan	Sep. 30, 2020
Section 382 Rights Plan
Section 382 Rights Plan	(14) Section 382 Rights Plan On August 14, 2020, the Company’s Board of Directors adopted a Section 382 rights plan and declared a dividend distribution of one right for each outstanding share of the Company’s common stock to stockholders of record at the close of business on August 24, 2020. Accordingly, holders of the Company’s common stock own one preferred stock purchase right for each share of common stock owned by such holder. The rights are not immediately exercisable and will become exercisable only upon the occurrence of certain events as set forth in the Section 382 rights plan. If the rights become exercisable, each right would initially represent the right to purchase from the Company one one-thousandth of a share of the Company’s Series A-1 Junior Participating Preferred Stock, par value $0.01 per share, for a purchase price of $1.20 per right. If issued, each fractional share of Series A-1 Junior Participating Preferred Stock would give the stockholder approximately the same dividend, voting and liquidation rights as does one share of the Company’s common stock. However, prior to exercise, a right does not give its holder any rights as a stockholder of the Company, including any dividend, voting or liquidation rights. The rights will expire on the earliest of (i) the close of business on August 13, 2021 (unless that date is advanced or extended by the Board), (ii) the time at which the rights are redeemed or exchanged under the Section 382 rights plan, (iii) the close of business on the day of repeal of Section 382 or any successor statute or (iv) the close of business on the first day of a taxable year of the Company to which the Company’s Board of Directors determines that no net operating loss carryforwards may be carried forward.

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Sep. 30, 2020	Dec. 31, 2019
CONDENSED CONSOLIDATED BALANCE SHEETS
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized	3,000,000	3,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	170,000,000	170,000,000
Common stock, shares issued	44,214,603	44,214,603
Common stock, shares outstanding	44,214,603	44,214,603

Description of Business	9 Months Ended
Description of Business	Sep. 30, 2020
Description of Business
Description of Business	(1) Description of Business Enzon Pharmaceuticals, Inc. (together with its subsidiaries, “Enzon” or the “Company,” “we” or “us”), is positioned as a public company acquisition vehicle, where the Company can become an acquisition platform and more fully utilize our net operating loss carryforwards (“NOLs”) and enhance stockholder value. The Company initiated a Rights Offering for common and preferred stock of the Company in September 2020 (see below and Note 15), which closed in October 2020, and realized $43.6 million in gross proceeds for the Company. This has enabled the Company to embark on its plan to realize the value of its more than $100 million NOLs by acquiring potentially profitable businesses or assets. To protect the NOLs, in August 2020, the Company’s Board of Directors adopted a Section 382 rights plan (see Note 14). Historically, the Company has received royalty revenues from licensing arrangements with other companies primarily related to sales of certain drug products that utilized Enzon’s proprietary technology. In recent years, the Company has had no clinical operations and limited corporate operations. The Company does have a series of licensing agreements in the drug Vicineum, which, if approved, will potentially generate milestone and royalty payments to the Company in the future. Prior to 2017, the Company received royalty revenues from sales of PegIntron, which is marketed by Merck & Co., Inc. (“Merck”). In 2020 net royalties from PegIntron have not been significant. There is a dispute with Merck regarding royalties (see Note 12). The Company has certain royalty agreements regarding SC Oncaspar and certain other drugs. The Company had, since 2013, planned to distribute excess cash to stockholders from its royalty revenues. In 2016, the Company’s Board of Directors adopted a Plan of Liquidation and Dissolution (the “Plan”). Following each subsequent periodic assessment, the Company’s Board of Directors postponed seeking shareholder approval of the Plan, and on November 9, 2020, the Company’s Board of Directors withdrew and terminated the Plan as the result of its successful rights offering (see above and Notes 11 and 15). The Company maintains its principal executive offices at 20 Commerce Drive, Suite 135, Cranford, New Jersey, 07016.

Rights Offering - Pro Forma Loss Per Share - Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2020	Sep. 30, 2019
Loss	$ (407)	$ (236)	$ (242)	$ (325)	$ (21)	$ (371)	$ (885)	$ (717)
Loss per share - basic and diluted	$ (0.01)			$ (0.01)			$ (0.02)	$ (0.01)
As reported
Loss	$ (407)						$ (885)
Weighted-average shares outstanding	44,215						44,215
Loss per share - basic and diluted	$ (0.01)						$ (0.02)
Pro Forma Adjustments
Loss	$ 0						$ 0
Weighted-average shares outstanding	30,000						30,000
Loss per share - basic and diluted	$ 0.00						$ 0.00
Pro Forma
Loss	$ (885)						$ (885)
Weighted-average shares outstanding	74,215						74,215
Loss per share - basic and diluted	$ (0.01)						$ (0.01)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

Rights Offering (Tables)

9 Months Ended

Sep. 30, 2020

Rights Offering

Schedule of pro forma balance sheet and calculation of pro forma loss per share

the following are the pro forma balance sheet and calculation of pro forma loss per share:

Enzon Pharmaceuticals, Inc. and Subsidiaries

Pro Forma Condensed Consolidated Balance Sheet

As of September 30, 2020

(In thousands)

(Unaudited)


ASSETS
			Pro Forma
	As Reported		Adjustments			Pro Forma
Current assets:
Cash	$	5,311	$	43,600	(1)	$	48,911
Deferred offering costs		457		(457)	(2)		—
Other current assets		56		56
Total assets	$	5,824	$	43,143		$	48,967

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
Accounts payable, accrued expenses and other current liabilities	$	654	$	—		$	654
Total liabilities		654		—			654

Commitments and contingencies

Mezzanine equity
Series C preferred stock - $1,000 par value, 40,000 shares authorized, issued,and outstanding (liquidation value $40,000)		—		40,000	(3)		40,000

Stockholders' equity
Preferred stock - $0.01 par value, 2,960,000 shares authorized; no shares issued and outstanding		—		—			—
Common stock - $.01 par value, 74,214,603 shares authorized, issued, and outstanding		442		300	(4)		742
Additional paid-in capital		75,690		2,843	(5)		78,533
Accumulated deficit		(70,962)		—			(70,962)
Total stockholders' equity		5,170		3,143			8,313
Total liabilities, mezzanine equity and stockholders' equity	$	5,824	$	43,143		$	48,967

Pro FormaAdjustments

(1)

To record receipt of proceeds of Rights Offering

(2)

To record reclassification of deferred offering costs

(3)

To record issuance of 40,000 shares of Series C preferred stock at par value

(4)

To record issuance of 30 million shares of common stock at par value

(5)

To record addition of $3.3 million of capital in excess of par value less $457,000 of deferred offering costs

Enzon Pharmaceuticals, Inc. and Subsidiaries

Pro Forma Loss Per Share- Basic and Diluted

For the Periods

(In thousands except per share data)

(Unaudited)


	Three Months Ended September 30, 2020
			Pro Forma
	As Reported		Adjustments			Pro Forma

Loss	$	(407)				$	(885)

Weighted average shares outstanding		44,215		30,000	(x)		74,215

Loss per share - basic and diluted	$	(0.01)				$	(0.01)


	Nine Months Ended September 30, 2020
			Pro Forma
	As Reported		Adjustments			Pro Forma

Loss	$	(885)				$	(885)

Weighted average shares outstanding		44,215		30,000	(x)		74,215

Loss per share - basic and diluted	$	(0.02)				$	(0.01)

Pro Forma Adjustments

(x)To record issuance of common shares pursuant to the Rights Offering

Accounts Payable (Details) - USD ($)	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Dec. 31, 2019
Accounts Payable
Net of royalty interest, percentage				25.00%
Accrued royalties				$ 324,000
Accrued royalties, current	$ 8,000	$ 8,000	$ 2,000
Due to related parties, total	$ 306,000

Plan of Liquidation and Dissolution	9 Months Ended
Plan of Liquidation and Dissolution	Sep. 30, 2020
Plan of Liquidation and Dissolution
Plan of Liquidation and Dissolution	(11) Plan of Liquidation and Dissolution On February 4, 2016, the Company’s Board of Directors adopted the Plan of Liquidation and Dissolution (the “Plan”), pursuant to which the Company would, subject to obtaining requisite stockholder approval, be liquidated and dissolved in accordance with Sections 280 and 281 (a) of the General Corporation Law of the State of Delaware. Following each subsequent periodic assessment, the Company’s Board of Directors postponed seeking stockholder approval of the Plan. On November 9, 2020, the Company's Board of Directors withdrew and terminated the Plan as a result of the completion of the Rights Offering. See Note 15.

Description of Business (Details) - USD ($)	Oct. 14, 2020	Aug. 14, 2020
Description of Business [Line Items]
Amount of operating loss carry forward		$ 0
Subsequent Event \| Rights Offering
Description of Business [Line Items]
Rights Offering and realized in gross proceeds	$ 43,600,000
Amount of operating loss carry forward	$ 100,000,000

Commitments and Contingent Liabilities	9 Months Ended
Commitments and Contingent Liabilities	Sep. 30, 2020
Commitments and Contingent Liabilities
Commitments and Contingent Liabilities	(10) Commitments and Contingent Liabilities In December 2019, an outbreak of a novel strain of coronavirus (COVID-19) was reported in Wuhan, China. On March 11, 2020, the World Health Organization characterized the global spread of COVID-19 as a pandemic. In an effort to slow the spread of the virus, the United States and many other countries around the world imposed restrictions on non-essential work activities, travel and mass gatherings. Although these restrictions have been eased in some areas, it is not known whether these lockdowns and other restrictions will be reintroduced, when they will end or the ultimate impact these unprecedented actions will have on the Company’s financial condition and prospects. At the present time, the Company’s business activities have been largely unaffected by COVID-19 restrictions as the Company’s workforce is comprised solely of independent contractors who are able to perform their duties remotely. However, these restrictions may impact the third parties who are responsible for obtaining final approval of and manufacturing product candidates for which we share the right to receive licensing fees, milestone payments and royalty revenues. If those third parties are required to curtail their business activities for a significant time, or if global supply chain disruptions impact their ability to procure needed resources, raw materials or components, the Company’s right to receive licensing fees, milestone payments or royalties could be materially and adversely affected. Additionally, the development timeline for product candidates being developed by third parties that are pending FDA or other regulatory approval could be delayed if the agency is required to shift resources to the review and approval of candidates for treatment of COVID-19. The Company has been involved in various claims and legal actions arising in the ordinary course of business. In the opinion of management, the ultimate disposition of these matters will not have a material effect on the Company’s consolidated financial position, results of operations, or liquidity.

Basis of Presentation (Policies)	9 Months Ended
Basis of Presentation (Policies)	Sep. 30, 2020
Basis of Presentation
Interim Financial Statements	Interim Financial Statements The accompanying unaudited condensed consolidated financial statements have been prepared from the books and records of the Company in accordance with United States generally accepted accounting principles (U.S. GAAP) for interim financial information and Rule 10‑01 of Regulation S-X promulgated by the U.S. Securities and Exchange Commission (SEC). Accordingly, these financial statements do not include all of the information and footnotes required for complete annual financial statements. Interim results are not necessarily indicative of the results that may be expected for the full year. Interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10‑K for the year ended December 31, 2019.
Principles of Consolidation	Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated as part of the consolidation.
Use of Estimates	Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. These estimates include legal and contractual contingencies and income taxes. Although management bases its estimates on historical experience, relevant current information and various other assumptions that are believed to be reasonable under the circumstances, actual results could differ from these estimates.
Deferred Stock Offering Expenses	Deferred Stock Offering Expenses The Company classifies amounts related to the Rights Offering (see Note 13) not completed as of the balance sheet date as Deferred Stock Offering Expenses. Such costs will be reclassified as an offset to Additional Paid-in-Capital upon termination of the Rights Offering. During the nine months ended September 30, 2020, the Company incurred approximately $457,000 of offering related costs, all of which was incurred during the three months ended September 30, 2020.
Revenue Recognition	Revenue Recognition Royalty revenues from the Company’s agreements with third parties are recognized when the Company can reasonably determine the amounts earned. In most cases, this will be upon notification from the third-party licensee, which is typically during the quarter following the quarter in which the sales occurred. The Company does not participate in the selling or marketing of products for which it receives royalties. No provision for uncollectible accounts is established upon recognition of revenues. Contingent payments due under the asset purchase agreement for the sale of the Company’s former specialty pharmaceutical business are recognized as revenue when the milestone has been achieved and collection is assured, such payments are non-refundable and no further effort is required on the part of the Company or the other party to complete the earning process.
Income Taxes	Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be realized. The effect of a change in tax rates or laws on deferred tax assets and liabilities is recognized in operations in the period that includes the enactment date of the rate change. A valuation allowance is established to reduce the deferred tax assets to the amounts that are more likely than not to be realized from operations. Tax benefits of uncertain tax positions are recognized only if it is more likely than not that the Company will be able to sustain a position taken on an income tax return. The Company has no liability for uncertain tax positions. Interest and penalties, if any, related to unrecognized tax benefits, would be recognized as income tax expense.

- Definition

Disclosure of accounting policy for income taxes, which may include its accounting policies for recognizing and measuring deferred tax assets and liabilities and related valuation allowances, recognizing investment tax credits, operating loss carryforwards, tax credit carryforwards, and other carryforwards, methodologies for determining its effective income tax rate and the characterization of interest and penalties in the financial statements.

+ References

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+ Details

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Revenues:
Royalties, net	$ 8	$ 2	$ 18	$ 158
Total revenues	8	2	18	158
Operating expenses:
General and administrative	415	327	901	873
Total operating expenses	415	327	901	873
Operating loss and loss before income tax expense	(407)	(325)	(883)	(715)
Income tax expense	0	0	2	2
Net loss	$ (407)	$ (325)	$ (885)	$ (717)
Loss per common share
Basic	$ (0.01)	$ (0.01)	$ (0.02)	$ (0.02)
Diluted	$ (0.01)	$ (0.01)	$ (0.02)	$ (0.02)
Weighted-average number of shares - basic	44,215	44,215	44,215	44,215
Weighted-average number of shares - diluted	44,215	44,215	44,215	44,215

Corporate Governance	9 Months Ended
Corporate Governance	Sep. 30, 2020
Corporate Governance
Corporate Governance	(13) Corporate Governance Board of Directors On August 4, 2020, the Company’s Board of Directors appointed Mr. Jordan Bleznick and Mr. Randolph C. Read as directors to the Board, effective August 4, 2020, to fill the vacancies created by the resignations of Mr. Jonathan Christodoro and Dr. Odysseas Kostas (neither, as the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices) as of the same date. Messrs. Bleznick and Read will each serve until the next annual meeting of our stockholders and until such director’s successor is elected and qualified, subject to such director’s earlier death, resignation, disqualification or removal. Mr. Bleznick was appointed by the Company’s Board of Directors after discussions with Carl C. Icahn, one of the Company’s largest stockholders, and after consideration by the Governance and Nominating Committee. There are no arrangements or understandings between Mr. Bleznick and any other persons pursuant to which Mr. Bleznick was selected as a director. Mr. Read was appointed by the Board after consideration by the Governance and Nominating Committee. There are no arrangements or understandings between Mr. Read and any other persons pursuant to which Mr. Read was selected as a director. Following the new Board appointments, Mr. Read was elected as Chairman of the Board. The Board also appointed Messrs. Bleznick and Read to its Finance and Audit Committee, replacing Mr. Christodoro and Dr. Kostas, having determined that each meets the requirements for financial literacy and independence that the Board has used to select members of that committee. Jennifer McNealey, who also serves as a director on the Board, is the other member of the Finance and Audit Committee. Messrs. Bleznick and Read were each determined by the Board to qualify as an “audit committee financial expert,” as defined in Item 407(d)(5) of Regulation S-K. Mr. Read was elected as the Chairman of the Audit Committee. In November 2020, Mr. Bleznick resigned from the Finance and Audit Committee, but maintains his position on the Company’s Board of Directors.

Supplemental Cash Flow Information (Details) - USD ($)	9 Months Ended
Supplemental Cash Flow Information (Details) - USD ($)	Sep. 30, 2020	Sep. 30, 2019
Supplemental Cash Flow Information
Income Taxes Paid	$ 0	$ 2,000

Recent Accounting Pronouncements	9 Months Ended
Recent Accounting Pronouncements	Sep. 30, 2020
Recent Accounting Pronouncements
Recent Accounting Pronouncements	(3) Recent Accounting Pronouncements Recent Accounting Standards Updates issued by the Financial Accounting Standards Board and guidance issued by the Securities and Exchange Commission did not, or are not believed by management to, have a material effect on the Company’s present or future Condensed Consolidated Financial Statements.

Supplemental Cash Flow Information	9 Months Ended
Supplemental Cash Flow Information	Sep. 30, 2020
Supplemental Cash Flow Information
Supplemental Cash Flow Information	(5) Supplemental Cash Flow Information The Company made no income tax payments during the nine months ended September 30, 2020 and paid $2,000 to the State of New Jersey during the nine-month period ended September 30, 2019.

Loss Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Loss Per Common Share - Basic and Diluted:
Net loss	$ (407)	$ (325)	$ (885)	$ (717)
Weighted-average number of common shares outstanding	44,215	44,215	44,215	44,215
Basic and diluted loss per share	$ (0.01)	$ (0.01)	$ (0.02)	$ (0.01)
Antidilutive securities	41,787	41,787	41,787	41,787

- Definition

Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities; of income (loss) available to common shareholders.

+ References

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+ Details

Basis of Presentation (Details)	9 Months Ended
Basis of Presentation (Details)	Sep. 30, 2020 USD ($)
Basis of Presentation
Offering costs	$ 457,000
Provision for uncollectible accounts	0
Liability for uncertain tax positions	$ 0

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
Cash flows from operating activities:
Net loss	$ (885,000)	$ (717,000)
Adjustments to reconcile net loss to net cash used in operating activities:
Changes in operating assets and liabilities	1,050,000	6,886,000
Net cash provided by operating activities	165,000	6,169,000
Cash flows from financing activities:
Payment of deferred stock offering expenses	(300,000)	0
Common stock dividend payments	0	(2,653,000)
Net cash used in financing activities	(300,000)	(2,653,000)
Net increase (decrease) in cash	(135,000)	3,516,000
Cash beginning of period	5,446,000	6,500,000
Cash end of period	5,311,000	10,016,000
Supplemental non-cash financing disclosure:
Deferred stock offering expenses	157,000	0
Dividend declared in August 2019; paid in October 2019	$ 0	$ (5,306,000)

Income Taxes (Details)	3 Months Ended			9 Months Ended		12 Months Ended
Income Taxes (Details)	Mar. 31, 2021	Sep. 30, 2020 USD ($)	Sep. 30, 2019 USD ($)	Sep. 30, 2020 USD ($)	Sep. 30, 2019 USD ($)	Dec. 31, 2019 USD ($)	Dec. 31, 2018	Dec. 31, 2017
Income Taxes [Line Items]
Liability for uncertain tax positions		$ 0		$ 0
Income Taxes Receivable, Current		0		0		$ 485,000
Income Taxes Receivable, Noncurrent		0		0		$ 485,000
Income Tax Expense (Benefit)		0	$ 0	2,000	$ 2,000
Operating Loss Carryforwards, Limitation on Annual Utilization						80
New jersey State [Member]
Income Taxes [Line Items]
Income Tax Expense (Benefit)		0	$ 0	2,000	$ 2,000
CARES Act
Income Taxes [Line Items]
Income Taxes Receivable, Current		$ 485,000		$ 485,000
Operating Loss Carryforwards, Limitation on Annual Utilization				100			80
Operating Loss Carryforwards, Expiration Term							20 years
MTC
Income Taxes [Line Items]
Income Taxes Receivable, Current						$ 485,000
Income Taxes Receivable, Noncurrent						$ 485,000
Effective Income Tax Rate Reconciliation, Tax Credit, Percent	100.00%							50.00%

Rights Offering - Pro Forma Condensed Consolidated Balance Sheet (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018
Current assets:
Cash	$ 5,311			$ 5,446
Deferred offering costs	457			0
Other current assets	56			62
Total assets	5,824			6,478
Current liabilities:
Commitments and contingencies	0			0
Stockholders' equity
Preferred stock - $0.01 par value, 2,960,000 shares authorized; no shares issued and outstanding	0			0
Common stock - $.01 par value, 74,214,603 shares authorized, issued, and outstanding	442			442
Additional paid-in capital	75,690			75,690
Accumulated deficit	(70,962)			(70,077)
Total stockholders' equity	5,170	$ 5,577	$ 5,813	6,055	$ 6,317	$ 11,948	$ 11,969	$ 14,993
Total liabilities, mezzanine equity and stockholders' equity	5,824			$ 6,478
As reported
Current assets:
Cash	5,311
Deferred offering costs	457
Other current assets	56
Total assets	5,824
Current liabilities:
Accounts payable, accrued expenses and other current liabilities	654
Total liabilities	654
Commitments and contingencies	0
Mezzanine equity
Series C preferred stock - $1,000 par value, 40,000 shares authorized, issued, and outstanding (liquidation value $40,000)	0
Stockholders' equity
Preferred stock - $0.01 par value, 2,960,000 shares authorized; no shares issued and outstanding	0
Common stock - $.01 par value, 74,214,603 shares authorized, issued, and outstanding	442
Additional paid-in capital	75,690
Accumulated deficit	(70,962)
Total stockholders' equity	5,170
Total liabilities, mezzanine equity and stockholders' equity	5,824
Pro Forma Adjustments
Current assets:
Cash	43,600
Deferred offering costs	(457)
Other current assets	56
Total assets	43,143
Current liabilities:
Accounts payable, accrued expenses and other current liabilities	0
Total liabilities	0
Commitments and contingencies	0
Mezzanine equity
Series C preferred stock - $1,000 par value, 40,000 shares authorized, issued, and outstanding (liquidation value $40,000)	40,000
Stockholders' equity
Preferred stock - $0.01 par value, 2,960,000 shares authorized; no shares issued and outstanding	0
Common stock - $.01 par value, 74,214,603 shares authorized, issued, and outstanding	300
Additional paid-in capital	2,843
Accumulated deficit	0
Total stockholders' equity	3,143
Total liabilities, mezzanine equity and stockholders' equity	43,143
Pro Forma
Current assets:
Cash	48,911
Deferred offering costs	0
Other current assets	0
Total assets	48,967
Current liabilities:
Accounts payable, accrued expenses and other current liabilities	654
Total liabilities	654
Commitments and contingencies	0
Mezzanine equity
Series C preferred stock - $1,000 par value, 40,000 shares authorized, issued, and outstanding (liquidation value $40,000)	40,000
Stockholders' equity
Preferred stock - $0.01 par value, 2,960,000 shares authorized; no shares issued and outstanding	0
Common stock - $.01 par value, 74,214,603 shares authorized, issued, and outstanding	742
Additional paid-in capital	78,533
Accumulated deficit	(70,962)
Total stockholders' equity	8,313
Total liabilities, mezzanine equity and stockholders' equity	$ 48,967

Financial Instruments and Fair Value	9 Months Ended
Financial Instruments and Fair Value	Sep. 30, 2020
Financial Instruments and Fair Value
Financial Instruments and Fair Value	(4) Financial Instruments and Fair Value The carrying values of cash, other current assets, accounts payable, accrued expenses and other current liabilities in the Company’s condensed consolidated balance sheets approximated their fair values at September 30, 2020 and December 31, 2019 due to their short-term nature.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Rights Offering - Pro Forma Condensed Consolidated Balance Sheet (Parenthetical) (Details) - USD ($)	9 Months Ended
	Sep. 30, 2020	Dec. 31, 2019
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized	3,000,000	3,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	170,000,000	170,000,000
Common stock, shares issued	44,214,603	44,214,603
Common stock, shares outstanding	44,214,603	44,214,603
Pro Forma
Preferred stock, par value (in dollars per share)	$ 0.01
Preferred stock, shares authorized	2,960,000
Preferred stock, shares issued	0
Preferred stock, shares outstanding	0
Common stock, par value (in dollars per share)	$ 0.01
Common stock, shares authorized	74,214,603
Common stock, shares issued	74,214,603
Common stock, shares outstanding	74,214,603
Pro Forma \| Series C Preferred Stock
Mezzanine equity, Par value	$ 1,000
Mezzanine equity, Shares authorized	40,000
Mezzanine equity, Shares issued	40,000
Mezzanine equity, Shares outstanding	40,000
Mezzanine equity, Liquidation value	$ 40,000,000
Pro Forma Adjustments
Common stock, shares issued	30,000,000
Capital in excess of par value	$ 3,300,000
Deferred offering costs	$ 457,000

Cash Dividend (Details) - USD ($)			9 Months Ended
Cash Dividend (Details) - USD ($)	Mar. 21, 2019	Jan. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Cash Dividend
Common Stock, Dividends, Per Share, Declared		$ 0.06
Payments of Ordinary Dividends, Common Stock	$ 2,653,000		$ 0	$ 2,653,000

Loss Per Common Share

9 Months Ended

Sep. 30, 2020

Loss Per Common Share

Loss Per Common Share

(6) Loss Per Common Share

Basic earnings per common share is computed by dividing the net income by the weighted average number of shares of common stock outstanding during the period. Restricted stock awards and restricted stock units (collectively, nonvested shares) are not considered to be outstanding shares until the service or performance vesting period has been completed.

The diluted earnings per share calculation would normally involve adjusting both the denominator and numerator as described here if the effect is dilutive.

For purposes of calculating diluted earnings per common share, the denominator normally includes both the weighted-average number of shares of common stock outstanding and the number of common stock equivalents if the inclusion of such common stock equivalents is dilutive. Because a loss was incurred in each of the three and nine-month periods ended September 30, 2020 and 2019, common stock equivalents would be anti-dilutive and, accordingly, were excluded from the calculation of diluted loss per share in each of the periods. Dilutive common stock equivalents potentially include stock options and nonvested shares using the treasury stock method and shares issuable under the employee stock purchase plan. During each of the nine-month periods ended September 30, 2020 and 2019, there were no common stock equivalents. Loss per common share information is as follows (in thousands, except per share amounts) for the three months and nine months ended September 30, 2020 and 2019:


	Three months ended				Nine months ended
	September 30,				September 30,
	2020		2019		2020		2019
Loss Per Common Share – Basic and Diluted:
Net loss	$	(407)	$	(325)	$	(885)	$	(717)

Weighted-average number of common shares outstanding		44,215		44,215		44,215		44,215

Basic and diluted loss per share	$	(0.01)	$	(0.01)	$	(0.02)	$	(0.01)

For each of the nine-month periods ended September 30, 2020 and 2019 and the three-month periods ended September 30, 2020 and 2019, there were 41,787 potentially dilutive securities outstanding that have been excluded from the calculation of dilutive weighted average shares outstanding, as they would be anti-dilutive.