424B3 1 a2037175z424b3.txt FORM 424B3 Filed Pursuant to Rule 424(b)(3) Registration No. 333-48030 PROSPECTUS SUPPLEMENT NO. 8 (To Prospectus dated November 24, 2000) [INTERNATIONAL RECTIFIER LOGO] INTERNATIONAL RECTIFIER CORPORATION $550,000,000 4 1/4% CONVERTIBLE SUBORDINATED NOTES DUE 2007 AND 7,438,967 SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION OF THE NOTES This prospectus supplement relates to the resale by holders of our 4 1/4% Convertible Subordinated Notes Due 2007 and shares of common stock issuable upon the conversion of the notes. This prospectus supplement may only be delivered or used in connection with our prospectus dated November 24, 2000. Our common stock is listed on The New York Stock Exchange and the Pacific Exchange under the symbol "IRF." NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR PASSED UPON THE ADEQUACY OR ACCURACY OF THIS PROSPECTUS SUPPLEMENT OR THE RELATED PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. PROSPECTUS SUPPLEMENT DATED FEBRUARY 6, 2001 The information appearing in the following table supplements or supersedes in part the information in the table under the heading "Selling Holders" in our prospectus and was provided by or on behalf of the selling holders.
COMMON STOCK BENEFICIALLY OWNED AFTER PRINCIPAL AMOUNT OF COMMON STOCK OFFERING NOTES BENEFICIALLY BENEFICIALLY OWNED COMMON STOCK ---------------------- NAME AND ADDRESS OWNED AND OFFERED BEFORE OFFERING OFFERED (1) AMOUNT % ---------------- ------------------- ------------------ -------------- -------- -------- ABN AMRO, Inc. ........................... $ 1,000,000 0 13,525 0 * 1290 Avenue of the Americas New York, NY 10104 Coastal Convertibles ..................... $ 1,000,000 0 13,525 0 * c/o Harbor Capital Mgt. 2777 Summer Street Stamford, CT 06905 Morgan Stanley & Co. (2) ................. $ 14,399,000 0 194,752 0 * 1585 Broadway New York, NY 10036 Any other holder of notes or future $ 1,856,000 0 25,103 0 * transferee, pledgee, donee or successor of any holder (3)(4)....................
------------------------------ * Less than 1%. (1) Assumes conversion of all the holder's notes at a conversion price of $73.935 per share of common stock and resale of all shares of common stock offered hereby. (2) Amounts shown include the $12,899,000 principal amount of notes and the 174,464 shares of common stock issuable upon conversion of the notes previously listed as beneficially owned and offered by Morgan Stanley & Co. in Prospectus Supplement No. 1 dated December 1, 2000. (3) Information about other selling security holders will be set forth in prospectus supplements, if required. (4) Assumes that any other holders of notes, or any future transferees, pledgees, donees or successors of or from any such other holders of notes, do not beneficially own any common stock other than the common stock issuable upon conversion of the notes at the initial conversion rate. Information concerning the selling holders may change from time to time and any changed information will be set forth in supplements or amendments to the prospectus if necessary. In addition, the per share conversion price, and therefore the number of shares of common stock issuable upon conversion of the notes, is subject to adjustment. As a result, the aggregate principal amount of the notes and the number of shares of common stock into which the notes are convertible may increase or decrease. S-2