-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Qm9GPpSqcDPoBNYVlNbjo/8b5JbHhH8pAgRuP0zt8lktSzpLPQM67FRjD//GPps9 JpcC5+rfrwDPvewfNe8maQ== 0000922423-02-000785.txt : 20020711 0000922423-02-000785.hdr.sgml : 20020711 20020711115207 ACCESSION NUMBER: 0000922423-02-000785 CONFORMED SUBMISSION TYPE: POS AM PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020711 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VISHAY INTERTECHNOLOGY INC CENTRAL INDEX KEY: 0000103730 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS & ACCESSORIES [3670] IRS NUMBER: 381686453 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: POS AM SEC ACT: 1933 Act SEC FILE NUMBER: 333-69004 FILM NUMBER: 02700820 BUSINESS ADDRESS: STREET 1: 63 LINCOLN HWY CITY: MALVERN STATE: PA ZIP: 19355 BUSINESS PHONE: 6106441300 MAIL ADDRESS: STREET 1: 63 LINCOLN HIGHWAY CITY: MALVERN STATE: PA ZIP: 19355 POS AM 1 kl07021_posam.txt POS AM POST-EFFECTIVE AMENDMENT NO. 1 TO S-4 As filed with the Securities and Exchange Commission on July 11, 2002 Registration No. 333-69004 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ------------- POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ------------- VISHAY INTERTECHNOLOGY, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 3670 38-1686453 (State or other (Primary Standard (I.R.S. Employer jurisdiction of Industrial Identification Number) incorporation or Classification Code Number) organization) --------------- Avi D. Eden 63 Lincoln Highway Malvern, Pennsylvania 19355-2120 (610) 644-1300 (Address, including zip code, and telephone number, including area code, of Registrant's principal executive offices) ----------------- Copies to: Scott S. Rosenblum, Esq. Abbe L. Dienstag, Esq. Kramer Levin Naftalis & Frankel LLP 919 Third Avenue New York, New York 10022 (212) 715-9100 ------------- Approximate date of commencement of proposed sale to the public: Not applicable. If the securities being registered on this Form are being offered in connection with the formation of a holding company and there is compliance with General Instruction G, check the following box. [ ] If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. [ ] If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. [ ] ================================================================================ DEREGISTRATION OF SECURITIES On September 6, 2001, Vishay Intertechnology, Inc., a Delaware corporation, filed a registration statement on Form S-4 (No. 333-69004) registering 31,799,499 shares of Vishay common stock in connection with Vishay's acquisition of General Semiconductor, Inc., a Delaware Corporation. In the acquisition, each share of General Semiconductor common stock was converted into 0.563 shares of Vishay common stock. The merger was consummated on November 2, 2001. Included in the 31,799,499 total shares registered were 6,245,499 shares of Vishay common stock issuable upon conversion of $172.5 million principal amount of outstanding convertible subordinated notes of General Semiconductor due December 2006. On October 31, 2001, Vishay filed a registration statement on Form S-3 (No. 333-72502) to register the 6,245,499 shares of Vishay common stock issuable on conversion of the General Semiconductor notes, which was superseded by its registration statement on Form S-3 (No. 333-89614) filed on May 31, 2002, registering 6,191,166 shares of Vishay common stock issuable upon conversion of the General Semiconductor convertible notes then outstanding. (On January 10, 2002, General Semiconductor repurchased $1.5 million principal amount of the convertible notes pursuant to an offer required to be made under the indenture governing the convertible notes.) The shares of Vishay common stock issuable upon conversion of the convertible notes having been registered on the Form S-3 (or, in respect of the shares issuable upon conversion of the repurchased convertible notes, no longer issuable), this Post-Effective Amendment No. 1 to the S-4 Registration Statement is being filed to deregister 6,245,499 of the shares registered by the S-4 registration statement. [The remainder of this page is intentionally left blank.] SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-4 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Malvern, State of Pennsylvania, on July 11, 2002. VISHAY INTERTECHNOLOGY, INC. By: /S/ FELIX ZANDMAN ------------------------------ Felix Zandman Chairman of the Board and Chief Executive Officer Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons on July 11, 2002 in the capacities indicated below. SIGNATURE TITLE --------- ----- /S/ FELIX ZANDMAN Director, Chairman of the Board, and Chief Executive Officer (Principal Executive Officer) - ----------------------------- FELIX ZANDMAN /S/ AVI D. EDEN Director, Vice Chairman of the Board, Executive - ----------------------------- Vice President and General Counsel AVI D. EDEN /S/ ROBERT A. FREECE* Director, Senior Vice President - ----------------------------- ROBERT A. FREECE /S/ RICHARD N. GRUBB* Director, Executive Vice President, Treasurer - ----------------------------- and Chief Financial Officer (Principal RICHARD N. GRUBB Financial and Accounting Officer) /S/ ELI HURVITZ* Director - ----------------------------- ELI HURVITZ /S/ GERALD PAUL* Director, President and Chief Operating Officer - ----------------------------- GERALD PAUL /S/ DR. EDWARD B. SHILS* Director - ----------------------------- DR. EDWARD B. SHILS /S/ ZIV SHOSHANI* Director - ----------------------------- ZIV SHOSHANI /S/ MARK I. SOLOMON* Director - ----------------------------- MARK I. SOLOMON /S/ JEAN-CLAUDE TINE* Director - ----------------------------- JEAN-CLAUDE TINE /S/ MARC ZANDMAN* Director - ----------------------------- MARC ZANDMAN /S/ RUTA ZANDMAN* Director - ----------------------------- RUTA ZANDMAN * Pursuant to Power of Attorney /S/ AVI D. EDEN --------------------------- Avi D. Eden Attorney-in-fact -----END PRIVACY-ENHANCED MESSAGE-----