EL SEGUNDO, Calif.--(BUSINESS WIRE)--Sept. 10, 2008--International
Rectifier Corporation (NYSE:IRF) today urged shareholders to take no
action with respect to the unsolicited proposal announced today by
Vishay Intertechnology (NYSE:VSH) to acquire all of the outstanding
shares of International Rectifier common stock for $23.00 per share in
cash.
Richard Dahl, the Chairman of the Board of IR, commented: "We
will, as we have in the past, carefully review Vishay's proposal in
consultation with our financial and legal advisors, Goldman, Sachs &
Co. and Fried, Frank, Harris, Shriver & Jacobson, LLP, respectively.
We wish to clarify that we have not entered into negotiations with
Vishay because it had submitted, until today, only one proposal, for
$21.22 per share on August 14, that was rejected by our Board. The
Board declined subsequent requests for negotiations since there was no
change in a proposal that our Board had determined was opportunistic,
inadequate and not in the best interests of the Company and its
shareholders."
Additional Information
International Rectifier will file a proxy statement in connection
with its 2007 Annual Meeting of Stockholders. International Rectifier
stockholders are strongly encouraged to read the proxy statement and
the accompanying proxy card when they become available, as they will
contain important information, including information relating to the
participants in International Rectifier's solicitation of proxies.
Stockholders will be able to obtain this proxy statement, any
amendments or supplements to the proxy statement and other documents
filed by International Rectifier with the Securities and Exchange
Commission for free at the Internet website maintained by the
Securities and Exchange Commission at www.sec.gov. Copies of the proxy
statement and any amendments and supplements to the proxy statement
will also be available for free at International Rectifier's Internet
website at www.irf.com or by writing to International Rectifier
Corporation, 101 North Sepulveda Boulevard, El Segundo, California
90245. In addition, copies of the proxy materials may be requested by
contacting our proxy solicitor, D.F. King & Co., Inc. at
1-888-605-1957.
International Rectifier will also file a
Solicitation/Recommendation Statement on Schedule 14D-9 in the event
Vishay Intertechnology, Inc. commences a tender offer for the
outstanding shares of International Rectifier common stock.
International Rectifier stockholders are strongly encouraged to read
the Solicitation/Recommendation Statement when it becomes available,
as it will contain important information. Stockholders will be able to
obtain this Solicitation/Recommendation Statement, any amendments or
supplements to the proxy statement and other documents filed by
International Rectifier with the Securities and Exchange Commission
for free at the Internet website maintained by the Securities and
Exchange Commission at www.sec.gov. Copies of the proxy statement and
any amendments and supplements to the proxy statement will also be
available for free at International Rectifier's Internet website at
www.irf.com or by writing to International Rectifier Corporation, 101
North Sepulveda Boulevard, El Segundo, California 90245. In addition,
copies of the proxy materials may be requested by contacting our proxy
solicitor, D.F. King & Co., Inc. at 1-888-605-1957.
About International Rectifier
International Rectifier Corporation (NYSE:IRF) is a world leader
in power management technology. IR's analog, digital, and mixed signal
ICs, and other advanced power management products, enable high
performance computing and save energy in a wide variety of business
and consumer applications. Leading manufacturers of computers, energy
efficient appliances, lighting, automobiles, satellites, aircraft, and
defense systems rely on IR's power management solutions to power their
next generation products. For more information, go to www.irf.com.
Note: Statements made or implied in this release that are in the
future tense or that are accompanied by words such as "will," or
variations of such words are "forward-looking" and involve risks and
uncertainties that are not within International Rectifier's control. A
fuller explanation of these risks and uncertainties, including those
related to the changes to the company's internal controls and
governance policies, is contained in International Rectifier's
periodic and other filings from time to time with the Securities and
Exchange Commission.
CONTACT: Investors:
International Rectifier
Portia Switzer, 310-726-8254
Chris Toth, 310-252-7731
or
Media:
Kekst & Co.
Tom Davies, 212-521-4873
Roanne Kulakoff, 212-521-4837
SOURCE: International Rectifier Corporation