v3.26.1
Capital Stock, Treasury Stock and Paid in Capital
6 Months Ended
Jun. 30, 2026
Capital Stock, Treasury Stock and Paid in Capital  
Capital Stock, Treasury Stock and Paid in Capital

Note 9 – Capital Stock, Treasury Stock and Paid in Capital

As discussed in Note 2 - Merger, the previously announced Merger between Viskase Companies, Merger Sub, and Enzon, was completed on March 26, 2026. The shares of legacy Viskase Companies, prior to the Merger, have been retroactively restated as shares reflecting the Exchange Ratio established in the Merger.

Authorized Capital Stock

Immediately following the Closing and after giving effect to the Merger, the Company’s authorized capital stock consists of 170,000,000 shares of common stock, par value $0.01 per share, and 3,000,000 shares of preferred stock, par value $0.01 per share, as provided in the amended and restated certificate of incorporation of Enzon dated July 13, 2010.

Preferred Stock

As of June 30, 2026, 384 shares of preferred stock designated as Series C Preferred Stock were issued and outstanding. As of December 31, 2025, no shares of preferred stock were issued and outstanding.

The terms of the Series C Preferred Stock provide, on an annual basis, that the Board 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 is 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.

The Company is able to redeem for cash the Series C Preferred Stock at any time, in whole or in part, for an amount based on the liquidation preference per share as in effect at such time. Additionally, the holders of Series C Preferred Stock have the right to redeem their shares of Series C Preferred Stock for cash at any time, following the Merger, in whole or in part, for an amount based on the liquidation preference per share as in effect at such time. Accordingly, the Series C Preferred Stock has been classified in mezzanine equity on the condensed consolidated balance sheet.

The holders of Series C Preferred Stock have no special voting rights and, except as required by Delaware law, their consent will not be required for taking any corporate action.

Treasury Stock

In 2004, Viskase Companies purchased 805,270 shares of its common stock from the underwriter for a purchase price of $298. These shares were accounted for as treasury shares. All Viskase Companies treasury shares were cancelled in connection with the Merger and are no longer outstanding.

Common Stock

The Company had 14,371,173 and 6,651,652 shares of common stock issued and 14,331,620 and 6,612,099 shares outstanding of common stock as of June 30, 2026 and December 31, 2025, respectively.

Each share of common stock entitles the holder to one vote on all matters submitted to a vote of the Company’s stockholders. Common stockholders are entitled to receive dividends, as may be declared by the board of directors, subject to the preferential dividend rights of Preferred Stock, if any. As of June 30, 2026 and December 31, 2025, no cash dividends had been declared or paid.

In January 2026, Viskase Companies entered into a securities purchase agreement with an affiliate of Icahn Enterprises L.P. (“IELP”) pursuant to which it issued and sold 25,862,070 shares of its common stock at a purchase price of $0.58 per share, resulting in aggregate cash proceeds of approximately $15,000 of which $13 was recorded within common stock and $14,987 was recorded within paid in capital. The share amount of 25,862,070 has been retroactively adjusted within the condensed consolidated statements of stockholders’ equity to reflect the exchange of Viskase Companies common stock for Viskase Holdings, Inc. common stock at an exchange ratio of 0.049118, resulting in 1,270,288 shares.