Sipex and its executive officers and directors may be deemed to be participants in the solicitation of proxies from Sipex's stockholders with respect to the transactions contemplated by the merger agreement. Information regarding such executive officers and directors is included in Sipex's Proxy Statement for its 2006 Annual Meeting of Stockholders filed with the SEC on October 24, 2006, which is available free of charge at the SEC's web site at http://www.sec.gov and from Sipex Investor Relations which can be contacted by e-mail at Email Contact or by telephone at 1-408-934-7586. Certain executive officers and directors of Sipex have interests in the transaction that may differ from the interests of Sipex stockholders generally. These interests will be described in the proxy statement/prospectus when it becomes available.
SIPEX CORPORATION Condensed Consolidated Balance Sheets (In thousands) (Unaudited) June 30, December 30, 2007 2006 ASSETS Current assets: Cash and cash equivalents $2,845 $13,041 Restricted cash - 350 Short-term investment securities 597 2,388 Accounts receivable, net 5,427 6,222 Accounts receivable, related party, net 2,069 949 Inventories, net 11,356 15,586 Prepaid expenses and other current assets 1,914 1,641 Total current assets 24,208 40,177 Property, plant and equipment, net 19,301 19,113 Restricted cash - noncurrent 58 57 Other assets 204 202 Total assets $43,771 $59,549 LIABILITIES AND STOCKHOLDERS' DEFICIT Current liabilities: Current portion of long-term bank borrowing $667 $667 Current portion of lease financing obligation 220 191 Accounts payable 8,360 10,331 Accrued expenses 5,582 7,185 Accrued restructuring costs 524 1,728 Deferred income, related party 5,248 5,543 Deferred income, other 2,014 2,555 Total current liabilities 22,615 28,200 Long-term portion of bank borrowing 1,000 1,333 Long-term lease financing obligation 12,033 12,152 Long-term accrued restructuring costs - 139 Convertible senior notes 26,224 25,826 Other long-term liabilities 22 24 Total liabilities 61,894 67,674 Stockholders' deficit: Common stock 190 184 Additional paid-in capital 239,063 234,785 Accumulated deficit (257,357) (243,075) Accumulated other comprehensive loss (19) (19) Total stockholders' deficit (18,123) (8,125) Total liabilities and stockholders' deficit $43,771 $59,549 SIPEX CORPORATION Condensed Consolidated Statements of Operations (In thousands, except per share data) (Unaudited) For the Three Months For the Six Months Ended Ended June 30, March 31, July 1, June 30, July 1, 2007 2007 2006 2007 2006 Net sales $9,857 $8,758 $11,558 $18,615 $20,861 Net sales, related party 8,562 8,101 9,455 16,663 18,006 Total net sales 18,419 16,859 21,013 35,278 38,867 Cost of sales 8,177 7,073 9,781 15,250 19,959 Cost of sales, related party 6,241 5,347 7,366 11,588 15,237 Total cost of sales 14,418 12,420 17,147 26,838 35,196 Gross profit 4,001 4,439 3,866 8,440 3,671 Operating expenses: Research and development 3,431 3,686 3,883 7,117 9,379 Marketing and selling 3,115 3,293 3,765 6,408 7,421 General and administrative 4,650 2,968 2,743 7,617 6,764 Restructuring and other (103) 63 (22) (40) 285 Total operating expenses 11,093 10,010 10,369 21,102 23,849 Loss from operations (7,092) (5,571) (6,503) (12,662) (20,178) Other income (expense): Interest income 60 131 221 191 270 Interest expense (897) (834) (582) (1,731) (765) Other income, net - 1 59 - 101 Total other expense, net (837) (702) (302) (1,540) (394) Loss before income tax expense (7,929) (6,273) (6,805) (14,202) (20,572) Income tax expense 51 17 53 68 85 Net loss $(7,980) $(6,290) $(6,858) $(14,270) $(20,657) Net loss per common share $(0.42) $(0.34) $(0.39) $(0.76) $(1.16) - basic and diluted Weighted average common shares outstanding - basic and diluted 18,798 18,547 17,775 18,673 17,775 SIPEX CORPORATION Reconciliation of GAAP Gross Profit (Loss) to Non-GAAP Gross Profit (Loss) (In thousands) (Unaudited) For the Three Months For the Six Months Ended Ended June 30, March 31, July 1, June 30, July 1, 2007 2007 2006 2007 2006 GAAP - gross profit $4,001 $4,439 $3,866 $8,440 $3,671 Increased depreciation due to shorter economic life of Hillview facility included in: Total cost of sales - - - - 4,519 Stock-based compensation included in: Total cost of sales 124 111 (59) 235 68 Non-GAAP - gross profit $4,125 $4,550 $3,807 $8,675 $8,258 GAAP gross profit as a percent of net sales 22% 26% 18% 24% 9% Non-GAAP gross profit as a percent of net sales 22% 27% 18% 25% 21% SIPEX CORPORATION