International Rectifier Rejects Vishay's Revised Offer

Sep 24, 2008 5:55 PM

The Board of Directors of International Rectifier (IR) has announced that it has reviewed Vishay's unsolicited, revised proposal with the assistance of its financial and legal advisors and unanimously determined that Vishay's $23 per share offer significantly undervalues the future prospects of the Company. IR’s board concludes that Vishay’s revised offer is not in the best interests of International Rectifier and its stockholders, and urges its stockholders to support the Board's nominees and reject Vishay's nominees

"Vishay's offer still significantly undervalues the future prospects of the Company when compared to the value that we expect our new strategic plan to deliver to our shareholders," says Richard J. Dahl, chairman of the board of International Rectifier. "We believe that Vishay's latest unsolicited proposal continues to represent an opportunistic attempt by Vishay to capture value that belongs to our shareholders."

Oleg Khaykin, President and Chief Executive Officer, comments, "We remain steadfast in our belief in International Rectifier's potential and the value-creation strategy that we are implementing. This potential is reflected in part in the recent launch of our revolutionary GaN technology platform for Power Conversion."

Dahl adds, “We are extremely disappointed that, in addition to offering a price that significantly undervalues the future prospects of the Company, Vishay has chosen to deploy heavy-handed and disruptive tactics in its efforts - commencing a proxy contest to replace three of our highly-experienced and independent directors with its slate of hand-picked nominees; seeking to amend our bylaws; bringing litigation against our directors and the company; threatening to launch a hostile tender offer, as well as continuing to assert meritless claims against the company related to the PCS sale -- all to pressure the board and our stockholders to sell the company at a bargain price."