SIPEX CORP
10-Q, 2000-05-16
SEMICONDUCTORS & RELATED DEVICES
Previous: OSTERWEIS CAPITAL MANAGEMENT INC, 13F-HR, 2000-05-16
Next: SIMPLAYER COM LTD, 6-K, 2000-05-16



<PAGE>   1

- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                            ------------------------

                                   FORM 10-Q

(MARK ONE)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
   SECURITIES EXCHANGE ACT OF 1934

                  FOR THE QUARTERLY PERIOD ENDED APRIL 1, 2000

                                       OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

        FOR THE TRANSITION PERIOD FROM                TO

                        COMMISSION FILE NUMBER: 0-27892

                               SIPEX CORPORATION
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

<TABLE>
<S>                                            <C>
                MASSACHUSETTS                                    04-6135748
       (STATE OR OTHER JURISDICTION OF                        (I.R.S. EMPLOYER
        INCORPORATION OR ORGANIZATION)                      IDENTIFICATION NO.)
 22 LINNELL CIRCLE, BILLERICA, MASSACHUSETTS                       01821
   (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                      (ZIP CODE)
</TABLE>

                                 (978) 667-8700
               REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE

               FORMER NAME, FORMER ADDRESS AND FORMER FISCAL YEAR
                         IF CHANGED SINCE LAST REPORT.

     Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

                               [X] Yes     [ ] No

     There were 21,980,609 shares of the Registration's Common Stock issued and
outstanding as of April 1, 2000.

- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<PAGE>   2

                               SIPEX CORPORATION

                                   FORM 10-Q
                        THREE MONTHS ENDED APRIL 1, 2000

                                     INDEX

<TABLE>
<CAPTION>
ITEM NUMBER                                                                        PAGE
- -----------                                                                        ----
<S>       <C>      <C>                                                             <C>
Part I:   Financial Information
          Item
          1......  Financial Statements
                   Condensed Consolidated Balance Sheets at April 1, 2000 and
                   December 31, 1999...........................................       2
                   Condensed Consolidated Statements of Operations for the
                   three months ended April 1, 2000 and April 3, 1999..........       3
                   Condensed Consolidated Statements of Cash Flows for the
                   three months ended April 1, 2000 and April 3, 1999..........       4
                   Notes To Condensed Consolidated Financial Statements........     5-6
          Item 2.  Management's Discussion and Analysis of Financial Condition
                   and Results of Operations...................................     7-9
          Item 3.  Quantitative and Qualitative Disclosures about Market
                   Risk........................................................       9
Part II:  Other Information
          Item 1.  Legal Proceedings...........................................       *
          Item 2.  Changes in Securities.......................................       *
          Item 3.  Defaults Upon Senior Securities.............................       *
          Item 4.  Submission of Matters to a Vote of Security Holders.........       *
          Item 5.  Other Information...........................................       *
          Item 6.  Exhibits and Reports on Form 8-K............................       9
                   Exhibit 11.1 Computation of Earnings Per Common Share.......       9
                   Exhibit 27 Financial Data Schedule..........................
Signatures.....................................................................      10
</TABLE>

- ---------------
* No information provided due to inapplicability of item.

                                        1
<PAGE>   3

PART I:  FINANCIAL INFORMATION

ITEM 1:  FINANCIAL STATEMENTS

                               SIPEX CORPORATION

                     CONDENSED CONSOLIDATED BALANCE SHEETS
                                 (IN THOUSANDS)

<TABLE>
<CAPTION>
                                                               APRIL 1,      DECEMBER 31,
                                                                 2000            1999
                                                              (UNAUDITED)     (AUDITED)
                                                              -----------    ------------
<S>                                                           <C>            <C>
Assets:
Current Assets
  Cash and cash equivalents.................................   $  3,826        $  1,355
  Short-term investment securities..........................         --           5,734
  Accounts receivable, less allowances of $1,979 and $1,280
     at April 1, 2000 and December 31, 1999, respectively...     17,659          14,002
  Inventories...............................................     25,290          23,128
  Deferred income taxes -- current..........................     10,428          10,428
  Prepaid expenses and other current assets.................      1,794           2,084
                                                               --------        --------
     Total current assets...................................     58,997          56,731
Restricted cash equivalents and securities..................     36,750          36,750
Property, plant, and equipment, net.........................     18,571          17,834
Intangible assets (net of accumulated amortization).........      3,643           3,739
Deferred income taxes.......................................      4,575           4,575
Other assets................................................        525             166
                                                               --------        --------
     Total assets...........................................   $123,061        $119,795
                                                               ========        ========
Liabilities and Shareholders' Equity:
Current Liabilities
  Notes payable.............................................   $    254        $    413
  Accounts payable..........................................      6,218           6,661
  Accrued expenses..........................................      8,347           7,620
                                                               --------        --------
     Total current liabilities..............................     14,819          14,694
                                                               --------        --------
Shareholders' equity:
  Preferred stock, $.01 par value, 1,000,000 shares
     authorized and no shares issued or outstanding at April
     1, 2000 and December 31, 1999, respectively............         --              --
  Common stock, $.01 par value, 40,000,000 shares authorized
     and 21,981 and 21,768 shares issued and outstanding at
     April 1, 2000 and December 31, 1999, respectively......        220             218
  Additional paid-in capital................................    112,307         110,951
  Accumulated deficit.......................................     (4,476)         (6,128)
  Accumulated other comprehensive income....................        191              60
                                                               --------        --------
     Total shareholders' equity.............................    108,242         105,101
                                                               --------        --------
  Total liabilities and shareholders' equity................   $123,061        $119,795
                                                               ========        ========
</TABLE>

     See accompanying notes to condensed consolidated financial statements
                                        2
<PAGE>   4

                               SIPEX CORPORATION

                CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                     (IN THOUSANDS, EXCEPT PER SHARE DATA)
                                  (UNAUDITED)

<TABLE>
<CAPTION>
                                                               THREE MONTHS ENDED
                                                              --------------------
                                                              APRIL 1,    APRIL 3,
                                                                2000        1999
                                                              --------    --------
<S>                                                           <C>         <C>
Net sales...................................................  $26,736     $22,836
Cost of sales...............................................   17,035      13,791
                                                              -------     -------
  Gross profit..............................................    9,701       9,045
                                                              -------     -------
Operating expenses
  Research and development..................................    2,765       2,190
  Marketing and selling.....................................    2,485       2,462
  General and administrative................................    2,248       1,466
                                                              -------     -------
Total operating expenses....................................    7,498       6,118
                                                              -------     -------
Income from operations......................................    2,203       2,927
Other income, net...........................................      378         314
                                                              -------     -------
Income before income taxes..................................    2,581       3,241
Income tax expense..........................................      929       1,108
                                                              -------     -------
Net income..................................................  $ 1,652     $ 2,133
                                                              =======     =======
Net income per common share -- basic........................  $  0.08     $  0.10
                                                              =======     =======
Net income per common share -- assuming dilution............  $  0.07     $  0.10
                                                              =======     =======
Weighted average common shares outstanding -- basic.........   21,878      21,324
                                                              =======     =======
Weighted average common and common equivalent shares
  outstanding -- assuming dilution..........................   23,433      21,967
                                                              =======     =======
</TABLE>

     See accompanying notes to condensed consolidated financial statements
                                        3
<PAGE>   5

                               SIPEX CORPORATION

                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (IN THOUSANDS)
                                  (UNAUDITED)

<TABLE>
<CAPTION>
                                                               THREE MONTHS ENDED
                                                              --------------------
                                                              APRIL 1,    APRIL 3,
                                                                2000        1999
                                                              --------    --------
<S>                                                           <C>         <C>
OPERATING ACTIVITIES:
  Net income................................................  $ 1,652     $  2,133
  Adjustments to reconcile net income to net cash (used in)
     provided in operating activities.......................
  Adjustment to conform year end of pooled entities.........                 1,009
  Depreciation and amortization.............................    1,453          575
  Loss on disposal of assets................................       --           53
  Changes in current assets and liabilities:
     Increase in accounts receivable........................   (3,657)        (335)
     Increase in inventories................................   (2,162)      (1,533)
     Decrease (increase) in prepaid expenses................      290         (531)
     Increase in other assets...............................     (359)         (25)
     Increase in accrued taxes..............................      866        1,433
     (Decrease) increase in accounts payable................     (443)         208
     Decrease in accrued expenses...........................     (139)      (1,078)
                                                              -------     --------
Net cash (used in) provided by operating activities.........   (2,499)       1,909
                                                              -------     --------
INVESTING ACTIVITIES:
  Proceeds from maturity of investment securities...........    5,734       53,557
  Purchase of investment securities.........................       --      (50,554)
  Increase in restricted cash and securities................       --       (9,302)
  Purchase of property, plant and equipment.................   (2,094)      (2,758)
                                                              -------     --------
Net cash provided by (used in) investing activities.........    3,640       (9,057)
                                                              -------     --------
FINANCING ACTIVITIES:
  Proceeds from issuance of common stock....................    1,358          285
  Increase (decrease) in debt obligations...................     (159)          56
                                                              -------     --------
Net cash provided by financing activities...................    1,199          341
                                                              -------     --------
  Effect of foreign currency translation adjustments........      131           17
                                                              -------     --------
Increase (decrease) in cash and cash equivalents............    2,471       (6,790)
Cash and cash equivalents, beginning of period..............    1,355       17,810
                                                              -------     --------
Cash and cash equivalents, end of period....................  $ 3,826     $ 11,020
                                                              =======     ========
Supplemental cash flow information:
  Cash paid during the period for:
     Income taxes...........................................  $    55     $     65
     Interest...............................................  $    --     $    173
</TABLE>

     See accompanying notes to condensed consolidated financial statements
                                        4
<PAGE>   6

                               SIPEX CORPORATION

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (UNAUDITED)

1. BASIS OF PRESENTATION

     The consolidated financial statements include the accounts of Sipex
Corporation (the "Company") and all of its wholly owned subsidiaries. In
addition, the 1999 financial statements have been restated on the basis
discussed in Note 2 to the Company's Form 10-K/A for the year ended December 31,
1999, to reflect the acquisition of Calogic, which was accounted for as a
pooling-of-interests. All intercompany accounts and transactions have been
eliminated.

     The accompanying unaudited financial statements have been prepared by the
Company pursuant to the rules and regulations of the Securities and Exchange
Commission regarding interim financial reporting. Accordingly, they do not
include all of the information and footnotes required by generally accepted
accounting principles for complete financial statements and should be read in
conjunction with the financial statements and notes thereto for the year ended
December 31, 1999, included in the Company's Form 10-K/A filing. The
accompanying financial statements reflect all adjustments (consisting solely of
normal, recurring adjustments) which are, in the opinion of management,
necessary for a fair presentation of results for the interim periods presented.
The results of operations for the three month period ended April 1, 2000 are not
necessarily indicative of the results to be expected for the full fiscal year.

2. FACILITY EXIT COSTS

     In the fourth quarter of 1999, Management of the Company and the Board of
Directors approved a plan to close its duplicate California manufacturing
facilities which were acquired through the merger with Calogic. As part of the
plan, the Company will be vacating several California leased facilities and
moving these operations to its newly completed facility in Milpitas, California.
Total estimated costs of $1.9 million associated with the closure of the
facility include $930,000 of rent, real estate taxes, and utility costs which
will be paid over an estimated two year period after the buildings are vacated
and until it can be subleased or the lease terminates. Additionally, the Company
has recorded $300,000 as a charge to current operations for the write-down to
net realizable value of less efficient and duplicate machinery and equipment not
needed in the combined restructured manufacturing operations. As a result of
this action, the Company also recorded $640,000 of facilities exit costs related
to employee severance expense. During the Quarter ended April 1, 2000 the
Company paid $488,000 of which $387,000 represented employee severance costs and
the balance ????? ?????? lost As of April 1, 2000, approximately $1.3 million of
estimated facilities costs are accrued for and remains to be paid.

3. RESTRICTED CASH AND CASH EQUIVALENTS AND INVESTMENT SECURITIES

     Restricted cash and cash equivalents and investment securities represents
amounts pledged for an operating lease which the Company entered into for the
construction and lease of a new wafer fabrication facility in Milpitas,
California. The lease agreement is for a five-year period, including a one-year
construction period.

4. NET INCOME PER SHARE

     Net income per share-basic is based upon the weighted average number of
common shares outstanding. Net income per share assuming dilution is based upon
the weighted average number of common and common equivalent shares outstanding
assuming dilution. Common equivalent shares, consisting of outstanding stock
options, are included in the per share calculations where the effect of their
inclusion would be dilutive.

                                        5
<PAGE>   7
                               SIPEX CORPORATION

      NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)

5. NEW ACCOUNTING STANDARDS

     In December 1999, the Securities and Exchange Commission issued Staff
Accounting Bulletin ("SAB") No. 101, Revenue Recognition in Financial
Statements. Sipex was required to adopt this accounting guidance, as amended by
SAB 101A, no later than the first quarter of fiscal year 2001. The Company
believes its existing revenue recognition policies and procedures are in
compliance with SAB 101, and therefore, SAB 101's adoption did not have a
material impact on the Company's financial condition, results of operations or
cash flows.

     In March 2000, the Financial Accounting Standards Board issued FASB
Interpretation No. 44, Accounting for Certain Transactions Involving Stock
Compensation: an Interpretation of APB Opinion No. 25. This Interpretation
clarifies the application of APB No. 25 for certain issues, including: the
definition of an employee, the criteria for determining whether a plan qualifies
as a noncompensatory plan, the accounting consequence of modifications to the
terms of a previously fixed stock option or award, and the accounting for an
exchange of stock compensation awards in a business combination. This
Interpretation is effective July 1, 2000, but certain conclusions apply to
events occurring after December 15, 1998 or January 12, 2000. To the extent that
this Interpretation covers events occurring during the period after December 15,
1998, or January 12, 2000, but before the effective date, the effects of
applying this Interpretation are recognized on a prospective basis from July 1,
2000. The Company expects that the adoption of this Interpretation will not have
a material impact on its financial position, results of operations or cash
flows.

                                        6
<PAGE>   8

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

     This Form 10-Q contains certain statements of a forward-looking nature
relating to future events or the future financial performance of the Company and
the Company's actual future results may differ significantly from these
statements. In evaluating these statements, the various factors identified in
the caption "Factors Affecting Future Operating Results" should be considered.

OVERVIEW

     Sipex designs, manufactures and markets high performance and high value
added analog integrated circuits using standard BiCMOS and dielectrically
isolated BiCMOS technologies. Analog integrated circuits address a wide range of
real-world signal processing applications associated with such naturally
occurring physical phenomena as temperature, pressure, weight, position, light
and sound. These circuits play a fundamental and important role in coupling the
real world to the digital computer and vice versa. Sipex's products include
single, dual and multi-protocol interface circuits, power management products,
data converters, electroluminescent driver circuits, low power and high voltage
application specific circuits.

     On November 23, 1999, Sipex completed its acquisition of Calogic. In
connection with the transaction, the Company issued approximately 3.6 million
shares of its common stock. The merger was accounted for on a
pooling-of-interests basis. Accordingly, Sipex's consolidated financial
statements have been restated to include the accounts and operations of Calogic
for all periods presented.

RESULTS OF OPERATIONS

     The table below presents the statements of operations for the three month
period ended April 1, 2000 and April 3, 1999, as a percentage of net sales and
provides the percentage increase of such items comparing the interim periods
ended April 1, 2000 to the corresponding period from the prior fiscal year.

<TABLE>
<CAPTION>
                                                                  THREE MONTHS ENDED
                                                          ----------------------------------
                                                                                  PERCENTAGE
                                                          APRIL 1,    APRIL 3,     INCREASE
                                                            2000        1999      (DECREASE)
                                                          --------    --------    ----------
<S>                                                       <C>         <C>         <C>
Net sales...............................................     100%        100%        17.1%
Cost of sales...........................................    63.7        60.4         23.5
                                                            ----        ----        -----
Gross profit............................................    36.3        39.6          7.3
                                                            ----        ----        -----
Operating expenses
  Research and development..............................    10.3         9.6         26.3
  Marketing and selling.................................     9.3        10.8          0.9
  General and administrative............................     8.4         6.4         53.3
                                                            ----        ----        -----
Total operating expenses................................    28.0        26.8         22.6
                                                            ----        ----        -----
Operating income........................................     8.3        12.8        (24.7)
Other income, net.......................................     1.4         1.4         20.4
                                                            ----        ----        -----
Income before income taxes..............................     9.7        14.2        (20.4)
Income tax expense......................................     3.5         4.9        (16.2)
                                                            ----        ----        -----
Net income..............................................     6.2%        9.3%       (22.6%)
                                                            ----        ----        -----
</TABLE>

     Net sales for the first quarter of 2000 increased 17.1% to $26.7 million,
as compared to $22.8 million for the same period last year. The increase in
sales for the first quarter, as compared to the same quarter last year, was
principally attributable to strong demand for our interface and power management
integrated circuits. International shipments increased 20% and domestic
shipments 14% in the first quarter, as compared to the respective 1999 period.
International sales represented 48% and 47% of net sales for the first quarter
of 2000 and 1999, respectively. Geographically, Sipex experienced sales growth
of 42% in Europe, 36% in the Pacific Rim and 14% in the United States while
sales in Japan declined 38% in the first quarter of 2000, as compared

                                        7
<PAGE>   9

to the first quarter of 1999. Sequentially, first quarter sales increases in the
United States, Europe and Japan were partially offset by a small decrease in the
Pacific Rim, as compared to the fourth quarter of 1999.

     Gross profit for the first quarter of 2000 increased 7.3% to $9.7 million,
as compared to $9.0 million for the same period last year. As a percentage of
net sales, gross profit decreased to 36.3% for the first quarter of 2000 from
39.6% in the same prior year period. The decreased percentage was primarily due
to increased wafer pricing from our primary wafer supplier and secondarily to
lower capacity utilization as a result of the production ramp-up in our new
wafer fabrication facility in Milpitas, California. We also expect the
dependency on sub-contract wafers to decrease in the later quarters of 2000 as
the new manufacturing facility ramps up production.

     Research and development expenses for the first quarter of 2000 increased
$575,000 or 26.3% as compared to the same period in the previous year. The
increase in research and development expense in the first quarter was due mainly
to continued process development in the new wafer fabrication facility and
increased new product development expenses. As a percentage of net sales,
research and development increased to 10.3% for the first quarter of 2000, as
compared to 9.6% for the same period last year.

     Marketing and selling expenses were $2.5 million in the first quarter of
2000 and 1999. Increases in commission costs in 2000 were offset by reduced
staffing which was mainly the result of the efficiencies from the combined sales
and marketing with Calogic and the elimination of redundant sales activities. As
a percentage of net sales, marketing and selling expenses for the first quarter
of 1999 decreased to 9.3% as compared to 10.8% for the previous year.

     General and administrative expenses were $2.2 million and $1.5 million for
the first quarter of 2000 and 1999, respectively. The increase in spending for
the first quarter of 2000, as compared to the same period last year, was mainly
due to additional staffing and related costs of our investment in Information
Technology infrastructure and secondarily to the amortization of intangible
assets and increased professional fees. As a percentage of net sales, general
and administrative expenses increased to 8.4% from 6.4% during the same quarter
last year.

     Other income, net was $378,000 and $314,000 in the first quarter of 2000
and 1999, respectively. The increase in the first quarter of 2000 was
principally due to decreased interest expense as a result of the Calogic debt
payoff in December 1999 and was offset by increased royalty costs.

     Sipex recorded income tax expense at an effective rate of 36.0% in the
first quarter of 2000, as compared to 34.2% in the respective 1999 period.

LIQUIDITY AND CAPITAL RESOURCES

     At April 1, 2000, Sipex had working capital of $44.2 million, available
funds of $3.8 million consisting of cash, cash equivalents and short-term U.S.
Government-backed investments and a current ratio of 4.0. In addition, Sipex has
pledged $36.8 million of cash equivalents and investment securities as security
for the lease of the wafer fabrication facility in Milpitas, California. As part
of the integration of Calogic, the facilities and wafer manufacturing capacity
will be expanded. Sipex anticipates that the available funds and cash provided
from operations and bank loans will be sufficient to meet cash and working
capital requirements for the foreseeable future.

FACTORS AFFECTING FUTURE OPERATING RESULTS

     Except for historical information contained herein, the matters set forth
in this Form 10-Q, including the statements in the management's discussion are
forward-looking statements that are dependent on certain risks and uncertainties
including such factors, among others, as the timing, volume and pricing of new
orders received and shipped during the quarter, whether customer cancellations
and delays of outstanding orders increase, timely ramp-up of new facilities, and
the timely introduction of new processes and products.

     Important factors affecting Sipex's ability to achieve future revenue
growth and operating results include whether, and to the extent which, demand
for Sipex's products increases and reflects real end-user demand;

                                        8
<PAGE>   10

the ability to successfully integrate Calogic and Alpha Semiconductor into
Sipex's operations; whether customer cancellations and delays of outstanding
orders increase, and whether Sipex is able to manufacture in the correct mix to
respond to orders on hand and new orders received in the future; the amount of
lead time provided by Sipex's customers; whether Sipex is able to achieve its
new product development and introduction goals, including, without limitation,
goals for conceiving and introducing timely new products that are well received
in the marketplace; and its ability to design and introduce new products based
on new technologies. In addition, Sipex may experience unexpected delays or
problems in qualifying and ramping up production in its new Fab in Milpitas,
California and the failure of Sipex to implement the new Fab successfully and in
a timely fashion may impact future revenue growth and operating results.

     Other important factors that could cause actual results to differ
materially from those predicted include overall economic conditions, such as
currency and other economic issues affecting Asian and other countries, demand
for electronic products and semiconductors generally, demand for the end-user
products for which Sipex's semiconductors are suited, timely availability of raw
materials (including subcontractor wafers from Taiwan), equipment, supplies and
services, unanticipated manufacturing problems, technological and product
development risks, competitors' actions, and other risk factors described in
Sipex's filings with the Securities and Exchange Commission.

     Past performance of Sipex may not be a good indicator of future performance
due to factors affecting Sipex, its competitors, the semiconductor industry and
the overall domestic and international economy. The semiconductor industry is
characterized by rapid technological change, price erosion, cyclical market
patterns, occasional shortages of materials, capacity constraints, variation in
manufacturing efficiencies and significant expenditures for capital equipment
and product development. Furthermore, new product introductions and patent
protection of existing products are critical factors for future sales growth and
sustained profitability.

     Although Sipex believes that it has sufficient product lines, manufacturing
facilities and technical and financial resources for its current operations,
sales and profitability can be significantly affected by the above and other
risks discussed from time to time in Sipex's other filings with the Securities
and Exchange Commission, including its Annual Report on Form 10-K/A for the year
ended December 31, 1999 and its Registration Statement on Form S-3 (Registration
No. 333-33152). Additionally, Sipex's common stock could be subject to
significant price volatility should sales and/or earnings fail to meet
expectations of the investment community.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK:

     Sipex owns financial instruments that are sensitive to market risks as part
of its investment portfolio. The investment portfolio is used to preserve
Sipex's capital until it is required to fund operations, including Sipex's
research and development activities. None of these market-risk sensitive
instruments are held for trading purposes. Sipex does not own derivative
financial instruments in its investment portfolio. The investment portfolio
contains instruments that are subject to the risk of a decline in interest
rates.

     Investment Rate Risk -- Sipex's investment portfolio includes debt
instruments that are primarily United States government bonds of less than one
year in duration. These bonds are subject to interest rate risk, and could
decline in value if interest rates fluctuate. Sipex's investment portfolio also
consists of certain commercial paper which is also subject to interest rate
risk. Due to the short duration and conservative nature of these instruments,
Sipex does not believe that it has a material exposure to interest rate risk.

PART II:  OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

     a) Exhibit 11.1  Computation of Earnings Per Common Share
        Exhibit 27.1   Financial Data Schedule

     b) Reports on Form 8-K
        None

                                        9
<PAGE>   11

                                   SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                                          SIPEX CORPORATION

                                          By: /s/   FRANK R. DIPIETRO
                                            ------------------------------------
                                                     Frank R. DiPietro
                                             Executive Vice President, Finance
                                            Chief Financial Officer & Treasurer
                                                 (Duly Authorized Officer &
                                                Principal Financial Officer)

DATE: May 15, 2000

                                       10

<PAGE>   1

                                                                    EXHIBIT 11.1

                    COMPUTATION OF SHARES USED IN COMPUTING
                              NET INCOME PER SHARE

<TABLE>
<CAPTION>
                                                                 THREE MONTHS ENDED
                                                              ------------------------
                                                               APRIL 2,      APRIL 3,
                                                                 2000          1999
                                                              ----------    ----------
<S>                                                           <C>           <C>
Common shares, beginning of period..........................  21,767,589    21,279,812
Common stock equivalents....................................   3,380,019     2,070,166
Treasury stock buyback......................................  (1,824,751)   (1,427,271)
Weighted average shares issued..............................     110,069        44,645
                                                              ----------    ----------
                                                              23,432,926    21,967,352
                                                              ==========    ==========
</TABLE>

                                       11

<TABLE> <S> <C>

<ARTICLE> 5
<CIK> 0001007800
<NAME> SIPEX CORPORATION
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS

<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-2000
<PERIOD-START>                             JAN-02-2000
<PERIOD-END>                               APR-01-2000
<EXCHANGE-RATE>                                      1
<CASH>                                           3,826
<SECURITIES>                                    36,750
<RECEIVABLES>                                   19,638
<ALLOWANCES>                                     1,979
<INVENTORY>                                     25,290
<CURRENT-ASSETS>                                58,997
<PP&E>                                          51,236
<DEPRECIATION>                                  32,665
<TOTAL-ASSETS>                                 123,061
<CURRENT-LIABILITIES>                           14,819
<BONDS>                                            254
                                0
                                          0
<COMMON>                                           220
<OTHER-SE>                                     108,022
<TOTAL-LIABILITY-AND-EQUITY>                   123,061
<SALES>                                         26,736
<TOTAL-REVENUES>                                26,736
<CGS>                                           17,035
<TOTAL-COSTS>                                   17,035
<OTHER-EXPENSES>                                 7,744
<LOSS-PROVISION>                                   699
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                  2,581
<INCOME-TAX>                                       929
<INCOME-CONTINUING>                              1,652
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     1,652
<EPS-BASIC>                                        .08
<EPS-DILUTED>                                      .07


</TABLE>

<TABLE> <S> <C>

<ARTICLE> 5
<RESTATED>
<CIK> 0001007800
<NAME> SIPEX CORPORATION
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS

<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1999
<PERIOD-START>                             JAN-01-1999
<PERIOD-END>                               APR-03-1999
<EXCHANGE-RATE>                                      1
<CASH>                                          11,020
<SECURITIES>                                    38,636
<RECEIVABLES>                                   17,096
<ALLOWANCES>                                       915
<INVENTORY>                                     23,393
<CURRENT-ASSETS>                                59,877
<PP&E>                                          44,943
<DEPRECIATION>                                  31,644
<TOTAL-ASSETS>                                 111,752
<CURRENT-LIABILITIES>                           17,922
<BONDS>                                          7,037
                                0
                                          0
<COMMON>                                           213
<OTHER-SE>                                      93,003
<TOTAL-LIABILITY-AND-EQUITY>                   111,752
<SALES>                                         22,836
<TOTAL-REVENUES>                                22,836
<CGS>                                           13,791
<TOTAL-COSTS>                                   13,791
<OTHER-EXPENSES>                                 6,233
<LOSS-PROVISION>                                    98
<INTEREST-EXPENSE>                                 182
<INCOME-PRETAX>                                  3,241
<INCOME-TAX>                                     1,108
<INCOME-CONTINUING>                              2,133
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     2,133
<EPS-BASIC>                                        .10
<EPS-DILUTED>                                      .10


</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission