Enzon Pharmaceuticals gets consents needed to amend 4% convertibles

By Angela McDaniels

Tacoma, Wash., Aug. 25 - Enzon Pharmaceuticals, Inc. received consents from holders of a majority of its $275 million 4% convertible senior notes due 2013 during a consent solicitation that expired at 5 p.m. ET on Friday, according to an 8-K filing with the Securities and Exchange Commission.

Holders who delivered consents will receive $2.50 per $1,000 principal amount of notes.

The company began the consent solicitation on Aug. 13 in connection with the spinoff of its biotechnology business into a separate, publicly traded company.

Enzon said it amended the indenture governing the notes on Monday to:

• Eliminate any exceptions to circumstances under which a sale or transfer by the company of all or its assets would constitute a fundamental change;

• Provide that Enzon may not sell or transfer all of its assets unless it retains an amount in cash large enough to repurchase the notes and no event of default has occurred; and

• Increase the number of shares issuable upon conversion of the notes in connection with a fundamental change. The amount of additional shares would depend on the date of the fundament change and the company's stock price at the time.

Goldman, Sachs & Co. was the solicitation agent, and Global Bondholder Services Corp. was the information and tabulation agent.

Enzon is a Bridgewater, N.J.-based biopharmaceutical company.

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