News Article
International Rectifier rejects Vishay’s unsolicited proposal
The company rejects the proposal saying it is not in the best interest of the shareholders and the corporation.
International Rectifier Corporation announced that its board of directors has unanimously determined that the unsolicited, non binding proposal by Vishay Intertechnology, to acquire all of the outstanding shares of International Rectifier for $21.22 per share in cash is not in the best interests of IR and its shareholders.
The Board reviewed the proposal with the assistance of its financial and legal advisers Goldman, Sachs & Co. and Fried, Frank, Harris, Shriver & Jacobson LLP, respectively.
Richard J. Dahl, Chairman of the Board of International Rectifier said: “Vishay’s proposal significantly undervalues the Company and its future prospects when compared to the shareholder value realisable under our recently adopted strategic plan. On August 1, we announced that the Company had successfully completed the restatement process of prior financial periods. The Company has also added considerable strength and depth to its senior management team during the past year and is poised to enhance its competitive position in the marketplace.
“The Board believes that the proposal by Vishay does not value the Company and its future prospects appropriately. In our judgement, IR shareholders will be better served by allowing management to move forward with its strategic plan. We believe that IR’s valuation is still under the cloud of legacy issues. The Board and our management team look forward to executing the exciting opportunities available to our Company and to delivering this value to our shareholders,” concluded Mr. Dahl.
Oleg Khaykin, Chief Executive Officer of the Company added: “We look forward to fulfilling our potential as we continue to follow our strategic plan and focus on long term value creation for our shareholders.”
The Board of Directors communicated its decision in a letter sent from Richard J. Dahl, Chairman of the board of International Rectifier to Vishay Intertechnology’s Executive Chairman of the board of directors, Dr. Felix Zandman and President and Chief Executive Officer, Dr. Gerald Paul.
The Board reviewed the proposal with the assistance of its financial and legal advisers Goldman, Sachs & Co. and Fried, Frank, Harris, Shriver & Jacobson LLP, respectively.
Richard J. Dahl, Chairman of the Board of International Rectifier said: “Vishay’s proposal significantly undervalues the Company and its future prospects when compared to the shareholder value realisable under our recently adopted strategic plan. On August 1, we announced that the Company had successfully completed the restatement process of prior financial periods. The Company has also added considerable strength and depth to its senior management team during the past year and is poised to enhance its competitive position in the marketplace.
“The Board believes that the proposal by Vishay does not value the Company and its future prospects appropriately. In our judgement, IR shareholders will be better served by allowing management to move forward with its strategic plan. We believe that IR’s valuation is still under the cloud of legacy issues. The Board and our management team look forward to executing the exciting opportunities available to our Company and to delivering this value to our shareholders,” concluded Mr. Dahl.
Oleg Khaykin, Chief Executive Officer of the Company added: “We look forward to fulfilling our potential as we continue to follow our strategic plan and focus on long term value creation for our shareholders.”
The Board of Directors communicated its decision in a letter sent from Richard J. Dahl, Chairman of the board of International Rectifier to Vishay Intertechnology’s Executive Chairman of the board of directors, Dr. Felix Zandman and President and Chief Executive Officer, Dr. Gerald Paul.
