Diversified electronics components maker Vishay Intertechnology Inc. (VSH) said Monday that it is willing to improve its $23 per share cash offer for power management chipmaker International Rectifier Corp. (IRF) if International Rectifier can, through good faith negotiations, demonstrate to Vishay that a further price increase is justified.
According to Vishay, it remains highly skeptical about the improvement reflected in International Rectifier's most recent business plan, which was announced shortly after Vishay announced its initial acquisition proposal. Vishay would seek to obtain substantiation of the new business plan, mainly the $60 million reduction in cost of goods sold within two years and the projected substantial increase in revenues and gross margin.
It was on September 10 that Vishay raised its all-cash offer to acquire all of the outstanding shares of International Rectifier common stock to $23 per share. This was a premium of 30% over International Rectifier's average closing price for the 30 trading days preceding the announcement of its original acquisition proposal on August 14, and a premium of more than 70% over International Rectifier's enterprise value for that period.
On September 29, Vishay commenced a tender offer to purchase all of the outstanding shares of International Rectifier common stock for $23 per share in cash.
Vishay said in a statement issued to International Rectifier's stockholders that it believes its offer to be far superior to what International Rectifier expects to achieve through the execution of its three-year turnaround plan.
Further, Vishay said that independent U.S. proxy advisory firm RiskMetrics Group, formerly Institutional Shareholder Services, or ISS, has recommended the stockholders of International Rectifier to vote for the election of Vishay's three independent director nominees at International Rectifier's delayed 2007 Annual Meeting, scheduled to be held on October 10. The nominees are Ronald Ruzic, William Vinson and Professor Yoram Wind.
Vishay also urged all International Rectifier stockholders to send a message to the company's board that they require directors who will take the necessary steps to maximize stockholder value.
Meanwhile, International Rectifier said that it has filed with the Securities and Exchange Commission and mailed to shareholders a letter highlighting the skepticism with which independent proxy advisory firms and investment analysts viewed Vishay's proposals. The company urged its shareholders to reject Vishay's offer and vote for International Rectifier's directors.
International Rectifier stated that three major independent proxy advisory firms, Glass Lewis & Co., Proxy Governance and Egan-Jones, have recommended shareholders to vote in favor of the company's independent nominees and reject Vishay's nominees and its other proposals.
VSH is trading at $5.73, down $0.29, on a volume of 454,754 shares.
IRF rose $0.23 and is trading at $17.60, on a volume of 506,914 shares.
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June 05, 2026 16:18 ET A busy week for economic news flow saw a slew of reports being released that reflected the trends in the U.S. labor market. In Europe, economic growth and inflation data gained attention as the European Central Bank and Bank of England head for policy session later in the month. In Asia, the monetary policy session of the Indian central bank was in focus as the country, a major oil importer, reels under the pressures of a weaker rupee and rising inflation.