UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): July 18, 2005
SIPEX CORPORATION
Delaware
|
000-27892 | 04-6135748 | ||
(State of incorporation)
|
(Commission file number) | (IRS. Employer Identification No.) |
233 South Hillview Drive
Milpitas, CA 95053
(408) 934-7500
Not Applicable
(Former name or former address, if changed since last report)
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2 (b)) | |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4 (c)) |
| Item 8.01 Other Events | ||||||||
| Item 9.01 Financial Statements and Exhibits | ||||||||
| SIGNATURES | ||||||||
| EXHIBIT INDEX | ||||||||
| EXHIBIT 99.1 | ||||||||
Item 8.01 Other Events
On July 19, 2005, Sipex Corporation (the “Company”) announced that its audit committee has completed its previously announced internal investigation. As a result of the investigation, the Company has adopted a sell-through revenue recognition policy for the Company’s sales to distributors.
The Company also announced that it is in the process of finalizing the work to restate its financial statements for the fiscal year ended December 31, 2003 and the fiscal quarters ended April 3, 2004, July 3, 2004 and October 2, 2004, and that the Company expects to report the impact of the restatement as soon as practicable, subject to the completion of its internal review and the audit by its registered public accounting firm.
Additionally, the Company reported that the Company is taking remedial actions previously approved by its Board of Directors in order to enhance compliance with applicable accounting and corporate governance rules and regulations and principles of corporate ethics. These actions include termination of certain employees, restructuring the customer marketing function to require that all its finance related activities be performed by the finance department, annual ethics training for all employees, annual compliance confirmations for all employees, certifications from the appropriate sales and marketing personnel, and staff increases to upgrade the finance function.
The Company also announced that it has requested the Nasdaq Listing and Hearing Review Council to review the June 21, 2005 decision which delisted the Company’s securities from the Nasdaq National Market on June 23, 2005.
On July 19, 2005, the Company issued a press release relating to these matters, a copy of which is attached as Exhibit 99.1 hereto and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
| (c) Exhibits | ||||
| 99.1 | Press release, dated July 19, 2005, entitled “Sipex Announces
Completion of Audit Committee Internal Investigation.” |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
| SIPEX CORPORATION (Registrant) |
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| Dated: July 20, 2005 | By: | /s/ Clyde R. Wallin | ||
| Clyde R. Wallin | ||||
| Chief Financial Officer and Sr. VP of Finance | ||||
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