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As filed with the Securities and Exchange Commission on April 30, 2001
Registration No. 333-33152
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-3
REGISTRATION STATEMENT UNDER
THE SECURITIES ACT OF 1933
SIPEX CORPORATION
(Exact name of registrant as specified in its charter)
MASSACHUSETTS 04-6135748
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
22 LINNELL CIRCLE, BILLERICA, MA 01821
(Address, including zip code, and telephone number, including area code,
of Registrant's principal executive offices)
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JAMES E. DONEGAN
CHIEF EXECUTIVE OFFICER
SIPEX CORPORATION
22 LINNELL CIRCLE
BILLERICA, MASSACHUSETTS 01821
(Name and address of agent for service of process)
(978) 667-8700
(Telephone number, including area code, of agent for service)
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Copy to:
KENNETH J. GORDON, ESQ.
TESTA, HURWITZ & THIBEAULT, LLP
125 HIGH STREET
BOSTON, MASSACHUSETTS 02110
(617) 248-7000
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The Registrant hereby removes from registration under this Registration
Statement (No. 333-33152) 1,948,873 shares of Common Stock, $.01 par value per
share, registered hereunder (all shares originally registered hereunder being
referred to as the "Offered Shares") that have not been sold pursuant to this
Registration Statement. The Offered Shares were registered in connection with
the Registrant's acquisition of Calogic and its subsidiary, Alpha Semiconductor,
Inc. (the "Acquisition").
By the terms of this Registration Statement and a Registration Rights
Agreement by and among the Registrant and the former stockholders of Calogic and
Alpha Semiconductor, Inc., the Registrant was required to keep this Registration
Statement effective until November 23, 2000, the first anniversary of the
closing of the Acquisition. As of the date hereof, 1,651,126 Offered Shares have
been sold or otherwise transferred by selling stockholders under this
Registration Statement.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-3 and has duly caused this Post-Effective
Amendment No. 1 to the registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in Billerica, Massachusetts on
April 30, 2001.
SIPEX Corporation
By: /s/ James E. Donegan
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James E. Donegan
Chief Executive Officer and
Chairman of the Board of Directors
Pursuant to the requirements of the Securities Exchange Act of 1933, as
amended, this Post-Effective Amendment No. 1 to the registration statement has
been signed below by the following persons in the capacities indicated on the
dates indicated.
SIGNATURE TITLE DATE
--------- ----- ----
Chief Executive Officer and
Chairman of the Board of April 30, 2001
/s/ James E. Donegan Directors (principal executive
------------------------- officer)
James E. Donegan
Executive Vice President, Chief April 30, 2001
/s/ Frank R. DiPietro Financial Officer and Treasurer
------------------------- (principal financial and
Frank R. DiPietro accounting officer)
* Director April 30, 2001
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Manfred Loeb
* Director April 30, 2001
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Willy Sansen
* Director April 30, 2001
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John L. Sprague
* Director April 30, 2001
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Lionel H. Olmer
* Director April 30, 2001
-------------------------
Doug McBurnie
/s/ Frank R. DiPietro April 30, 2001
-------------------------
*By: Frank R. DiPietro
as Attorney in Fact