Vishay raises offer for International Rectifier

Rebuffed in its bid to buy a California competitor, computer-semiconductor-maker Vishay Intertechnology Inc. yesterday increased its offer about $100 million and announced it would launch a direct appeal to shareholders.

Vishay, of Malvern, said it had increased its all-cash offer to acquire International Rectifier Corp. to $23 a share from $21.22. The new bid is a 9 percent premium over International Rectifier's closing price on Tuesday.

The El Segundo, Calif., maker of power semiconductors rejected Vishay's earlier bid Aug. 29, saying it was too low. International Rectifier said yesterday that it would review the new offer and urged shareholders to take no action.

The latest bid values the transaction at $1.7 billion, up from the earlier $1.6 billion.

In August, International Rectifier chairman Richard Dahl said Vishay's proposal had "significantly" undervalued his company, whose own strategic plan presented better prospects for "shareholder value."

International Rectifier shares closed yesterday up $1.47, or 6.97 percent, at $22.57. Vishay shares closed up 6 cents, or 0.74 percent, at $8.20.

Vishay, which makes semiconductors and other electronic components, also said that it intended to nominate three of its own candidates for the International Rectifier board of directors and that it was filing suit to force the company to proceed with its 2007 and 2008 annual meetings. A delayed 2007 annual meeting is currently set for Oct. 10, according to Vishay. The meeting was delayed while the company investigated accounting irregularities and restated financial results.

Gerald Paul, Vishay president and chief executive officer, said the moves were necessary because International Rectifier officials had refused to discuss a "business combination."

"We have been left with no alternative" but to go directly to stockholders, Paul said.

Vishay said its new offer represented a premium of 22 percent over International Rectifier's closing stock price on Aug. 14, the last trading day before Vishay's original offer was disclosed.