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VISHAY INTERTECHNOLOGY INC Merger & Acquisition 2008

Aug 15, 2008

31670_rns_2008-08-15_79b72750-ee4a-4b55-9aa5-d0487936f38b.zip

Merger & Acquisition

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8-K 1 vishay_8k.htm INITIAL FILING - CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

FORM 8-K

CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) August 15, 2008

| Vishay Intertechnology,
Inc. | | |
| --- | --- | --- |
| (Exact name
of registrant as specified in its charter) | | |
| Delaware | 1-7416 | 38-1686453 |
| (State or
other jurisdiction | (Commission | (I.R.S.
Employer |
| of
incorporation) | File
Number) | Identification
No.) |

| 63 Lancaster
Avenue | |
| --- | --- |
| Malvern, PA 19355 | 19355-2143 |
| (Address of
principal executive offices) | (Zip
Code) |
| Registrant’s telephone number,
including area code 610-644-1300 | |
| (Former name or former address, if
changed since last report.) | |

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

| x | Written communications pursuant
to Rule 425 under the Securities Act (17 CFR 230.425) |
| --- | --- |
| o | Soliciting material pursuant to
Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
| o | Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |

Item 8.01 – Other Events

Vishay Intertechnology, Inc. today announced that it has made a non-binding proposal to the International Rectifier Corporation Board of Directors to acquire all the outstanding shares of International Rectifier common stock for $21.22 per share in cash.

A copy of the press release announcing this proposed transaction is attached as Exhibit 99 to this Form 8-K.

Item 9.01 – Financial Statements and Exhibits

(d) Exhibits

Exhibit No. Description
99 Press release dated August 15, 2008

Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: August 15, 2008

| VISHAY INTERTECHNOLOGY,
INC. |
| --- |
| By: /s/
William M. Clancy |
| Name: William M.
Clancy |
| Title: Sr. Vice President
and Corporate Secretary |