-----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, JYIqbbJb5Pfh9SfyTqJVuUt0JPrpdRz92eyR1X1sLMZRDzmu7+ybHbXDW+N8EjTJ 2VMqeDjTiz5C1zMxsK5LIw== 0001104659-07-004241.txt : 20070124 0001104659-07-004241.hdr.sgml : 20070124 20070124163148 ACCESSION NUMBER: 0001104659-07-004241 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070124 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070124 DATE AS OF CHANGE: 20070124 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTERNATIONAL RECTIFIER CORP /DE/ CENTRAL INDEX KEY: 0000316793 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 951528961 STATE OF INCORPORATION: DE FISCAL YEAR END: 0629 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07935 FILM NUMBER: 07550081 BUSINESS ADDRESS: STREET 1: 233 KANSAS ST CITY: EL SEGUNDO STATE: CA ZIP: 90245 BUSINESS PHONE: 3107268000 8-K 1 a07-2487_18k.htm 8-K

 

 

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): January 24, 2007

INTERNATIONAL RECTIFIER CORPORATION
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction
of incorporation or organization)

 

1-7935
(Commission File Number)

 

95-1528961
(I.R.S. Employer Identification No.)

233 Kansas Street
El Segundo, California

(Address of principal
executive offices)

 

 

 

90245
(Zip Code)

 

(310) 726-8000
(Registrant’s telephone number, including area code)

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:

o 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 1.01.                                          Entry into a Material Definitive Agreement.

 

                International Rectifier Corporation (the “Company”) previously reported that it and certain of its affiliates entered into agreements for the sale of the Company’s Power Control Systems (“PCS”) business to Vishay Intertechnology, Inc., a Delaware corporation (“Vishay”). 

 

                On January 24, 2007, the Company and Vishay issued press releases announcing that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 with respect to the sale has expired and that Vishay and IR have mutually agreed to a closing by April 1, 2007.  Previously, the projected date for closing was February 26, 2007.  The agreements remain subject to customary closing conditions.

 

                A copy of the press release issued by the Company is attached hereto as Exhibit 99.1 incorporated herein by reference.

 

Item 9.01.         Financial Statements and Exhibits.

Exhibit Number

 

 

 

Document Description

 

 

99.1

 

Press release dated January 24, 2007 issued by International Rectifier Corporation

 

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SIGNATURES

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 thereunto duly authorized.

INTERNATIONAL RECTIFIER CORPORATION

Date: January 24, 2007

By

/s/ Donald R. Dancer

 

 

Donald R. Dancer,
Secretary and General Counsel

 

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EXHIBIT INDEX

Exhibit Number

 

 

 

Document Description

 

 

99.1

 

Press release dated January 24, 2007 issued by International Rectifier Corporation

 

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EX-99.1 2 a07-2487_1ex99d1.htm EX-99.1

Exhibit 99.1

International Rectifier and Vishay Intertechnology, Inc. Announce HSR Clearance for Sale of IR’s Power Control Systems Business to Vishay

EL SEGUNDO, California and MALVERN, Pennsylvania January 24, 2007 — International Rectifier Corporation (IR) (NYSE: IRF) and Vishay Intertechnology, Inc. (NYSE: VSH) today announced that the waiting period has expired under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, allowing the proposed sale of IR’s Power Control Systems Business (PCS) to Vishay Intertechnology, Inc. to proceed.

On November 1, 2006, the two companies announced an agreement for the sale of IR’s PCS business to Vishay Intertechnology, Inc.  The PCS business is being sold for approximately $290 million in cash.

With the final scope of transition services identified, Vishay and IR have mutually agreed to a closing by April 1, 2007.  Previously, the projected date for closing was February 26, 2007. The agreement is subject to customary closing conditions.

 

About International Rectifier

International Rectifier (NYSE:IRF) is a world leader in power management technology. IR’s analog, digital, and mixed signal ICs, and other advanced power management products, enable high performance computing and save energy in a wide variety of business and consumer applications.  Leading manufacturers of computers, energy efficient appliances, lighting, automobiles, satellites, aircraft, and defense systems rely on IR’s power management solutions to power their next generation products. For more information, go to www.irf.com.

The foregoing material includes some “forward-looking statements” as that term is defined in the Private Securities Litigation Reform Act of 1995.  Forward-looking statements are subject to a number of uncertainties and risks, including the failure of the parties to timely satisfy closing conditions, including without limitation, third party approvals, with respect to the  contemplated PCS business sale and other uncertainties disclosed in the company’s reports filed with the Securities and Exchange Commission, including its most recent report on Form 10-Q.

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About Vishay Intertechnology, Inc.

Vishay Intertechnology, Inc., a Fortune 1,000 Company listed on the NYSE (VSH), is one of the world’s largest manufacturers of discrete semiconductors (diodes, rectifiers, transistors, and optoelectronics and selected ICs) and passive electronic components (resistors, capacitors, inductors, sensors, and transducers). These components are used in virtually all types of electronic devices and equipment in the industrial, computing, automotive, consumer, telecommunications, military, aerospace, and medical markets. Its product innovations, successful acquisition strategy, and ability to provide “one-stop shop” service have made Vishay a global industry leader. Vishay can be found on the Internet at http: //www.vishay.com.

Contact: International Rectifier Corporation Portia Switzer, 310.726.8254.

Website:  http://www.irf.com

 

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