MILPITAS, Calif., May 18 /PRNewswire-FirstCall/ -- Sipex Corporation
(OTC: SIPX.PK) today announced the sale of $30 million of 5.5% Convertible
Senior Notes due 2026 in a private placement.
"We believe this successful offering will provide the financing to
allow Sipex to fully execute our recovery plan and build value for our
shareholders, customers, and employees," said Ralph Schmitt, CEO. "The
investors involved in this placement are top tier firms that believe in the
future of our company. "
"Over the past six months, all shareholder actions against Sipex
arising from the Company's restatement of its financials for 2003 and 2004
have been resolved. Additionally, the Company has completed the sale and
property lease-back of its Hillview facility in Milpitas, CA and announced
the signing of a definitive agreement with Silan enabling Sipex to
transition to a fabless semiconductor company. The resources provided by
this successful $30 million convertible offering will allow us to complete
this transition. This is a major step forward for the company," said Sipex
CFO Clyde Ray Wallin.
The Notes bear interest of 5.5% per year, payable semi-annually on May
15 and November 15 of each year, commencing on November 15, 2006, and
mature on May 16, 2026. The Notes are convertible into common stock at any
time at a fixed conversion price of $2.68 per share. If fully converted,
the principal amount of the Notes would convert into approximately
11,194,030 shares of the Company's common stock. At any time following the
effectiveness of a registration statement related to the resale of the
common stock issuable upon the conversion of the Notes, the Company may,
subject to certain conditions, elect to automatically convert the Notes
into common stock if the average price of the Company's common stock
exceeds 150% of the conversion price for at least 20 trading days during
any consecutive 30 trading-day period, ending within 5 days of the notice
of automatic conversion. The Company has the right to redeem the notes at
par plus accrued interest at anytime after May 15, 2009 and the purchasers
have the right to require the Company to repurchase the Notes at par plus
accrued interest on May 15 in 2011, 2016, and 2021.
The Company also issued to the purchasers of the Notes, warrants to
purchase an aggregate of 1,679,104 shares of common stock of the Company at
a rate of 55.97 warrants per $1,000 of principal amount of notes purchased.
The warrants are exercisable at $3.216 per share and expire in 2011.
The Company has also agreed to file, by August 15, 2006, a registration
statement with the Securities and Exchange Commission covering the resale
of the Notes, the warrants and the common stock issuable upon conversion of
the Notes and exercise of the warrants.
Piper Jaffray & Co. served as the exclusive placement agent for the
offering.
About Sipex Corporation
Sipex Corporation is a semiconductor company that designs, manufactures
and markets high performance, value-added analog integrated circuits (IC).
Sipex serves the broad analog signal processing market with interface,
power management and optical storage ICs for use in automotive, portable
products, computing, communications, and networking infrastructure markets.
The company is headquartered in Milpitas, California with additional
offices in Billerica, MA, Belgium, Canada, China, Germany, Japan and
Taiwan. Sipex sells products direct and through its distribution channels.
For more information about Sipex, visit http://www.sipex.com.
Safe Harbor
This press release contains forward-looking statements. Statements
regarding the Company's beliefs, plans, expectations or intentions
regarding the future are forward-looking statements, within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of
the Exchange Act. All such forward looking statements are made pursuant to
the safe harbor provisions of the Private Securities Litigation Reform Act
of 1995. These forward-looking statements are subject to significant risks
and uncertainties. In particular, the forward-looking statements include
the statements regarding the future growth of the Company and the Company's
transition to a fabless semiconductor company. These statements are
predictions and involve risks and uncertainties, such that actual results
may differ significantly. These risks include, but are not limited to, the
risk that due to overall market conditions or as a result of issues unique
to the Company, the Company may not be able to achieve the anticipated
growth and has encountered and may continue to encounter difficulties in
its transition to a fabless semiconductor company. The Company disclaims
any intention or obligation to publicly update or revise any
forward-looking statements, whether as a result of events or circumstances
after the date hereof or to reflect the occurrence of unanticipated events.
For additional information, contact:
Clyde Ray Wallin, Chief Financial Officer
Tel: 408-934-7500
Fax: 408-935-7678
Email: RWallin@sipex.com
SOURCE Sipex Corporation
back to top
Related links: http://www.sipex.com/
http://www.prnewswire.com/comp/111683.html/
CONTACT: Clyde Ray Wallin, Chief Financial Officer of Sipex Corporation, +1-408-934-7500, or fax, +1-408-935-7678, or RWallin@sipex.com
|