SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
CURRENT REPORT Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): March
Enzo Biochem, Inc.
(Exact Name of Registrant as Specified in
(State or Other Jurisdiction of Incorporation)
|(Commission File Number)
||(IRS Employer Identification No.)|
|527 Madison Avenue
|New York, New York
|(Address of Principal Executive Offices)
(Registrant’s Telephone Number, Including
(Former Name or Former Address, if Changed
Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction
||Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)|
||Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)|
||Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))|
||Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))|
Item 2.02. Results of
Operations and Financial Condition.
On March 9, 2016, Enzo Biochem, Inc. (the “Company”)
issued a press release announcing its operating results for its second fiscal quarter ended January 31, 2016. A copy of the press
release is furnished as Exhibit 99.1 attached hereto and is incorporated by reference in its entirety into this item 2.02 of this
Current Report on Form 8-K.
In its press release, the Company discloses items not prepared
in accordance with accounting principles generally accepted in the United States (“GAAP”), or non-GAAP financial measures
(as defined in Regulation G promulgated by the U.S. Securities and Exchange Commission) that exclude certain significant charges
or credits that are important to an understanding of the Company’s ongoing operations. The Company believes that its inclusion
of non-GAAP financial measures provides useful supplementary information to and facilitates analysis by investors in evaluating
the Company’s performance and trends. The determination of significant charges or credits may not be comparable to similar
measures used by other companies and may vary from period to period. The Company uses both GAAP financial measures and the disclosed
non-GAAP financial measures internally to evaluate and manage the Company’s operations and to better understand its business.
These non-GAAP financial measures are in addition to, not a substitute for, or superior to, measures of financial performance prepared
in accordance with GAAP.
Non-GAAP net income, non-GAAP earnings per share, and adjusted
EBITDA are supplemental measures of our performance that are not required by, or presented in accordance with, GAAP. We define
non-GAAP net income as consolidated net income / (loss) for such period adjusted for the following net of tax (i) litigation charges
and settlements, (ii) business restructuring or other restructurings of a similar nature, and (iii) other unusual charges or expenses.
We define adjusted EBITDA as an amount equal to consolidated net income / (loss) for such period adjusted for the following (i)
interest expense, (ii) interest income, (iii) provision for income taxes, (iv) depreciation and amortization expenses, (v) litigation
charges and settlements, (vi) business restructuring charges or other restructurings of a similar nature, and (vii) other unusual
charges or expenses.
Item 7.01. Regulation FD Disclosure.
The information provided in Item 2.02 of this Current Report
on Form 8-K is incorporated herein by reference in its entirety.
The information discussed under Item 2.02 and Item 7.01 above,
including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934,
as amended, or incorporated by reference in any filing by the Company under the Securities Act of 1933, as amended, except as shall
be expressly set forth by specific reference in such a filing.
The information in this report (including the exhibits) is
furnished pursuant to Item 2.02 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934 (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the
Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
||Press Release of Enzo Biochem, Inc., dated March 9, 2016.|
Pursuant to the requirements of the Securities
Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto
||ENZO BIOCHEM, INC.
|Date: March 9, 2016
||/s/ Barry W. Weiner
||Barry W. Weiner