Exhibit
(a)(1)(c)
Notice of
Guaranteed Delivery for
Tender of Shares of Common
Stock
(Including the Associated
Preferred Stock Purchase Rights)
of
International Rectifier
Corporation
to
IR Acquisition Corp.,
a wholly owned subsidiary
of
Vishay Intertechnology,
Inc.
(Not to be Used for Signature
Guarantees)
THE OFFER AND WITHDRAWAL RIGHTS
WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, ON
OCTOBER 27, 2008, UNLESS THE OFFER IS EXTENDED.
This Notice of Guaranteed Delivery, or a form substantially
equivalent to this form, must be used to accept the Offer (as
defined below) if certificates evidencing shares of common
stock, par value $1.00 per share, including the associated
preferred stock purchase rights (the “Shares”),
of International Rectifier Corporation, a Delaware corporation
(the “Company”) are not immediately available,
or if the procedure for book-entry transfer cannot be completed
on a timely basis or time will not permit all required documents
to reach BNY Mellon Shareowner Services (the
“Depositary”) on or prior to the Expiration
Date (as defined in the Offer to Purchase, dated
September 29, 2008 (the “Offer to
Purchase”)). This Notice of Guaranteed Delivery may be
delivered by hand or facsimile transmission or mail to the
Depositary. See “The Offer — Procedure for
Tendering Shares” of the Offer to Purchase.
The Depositary for the Offer is:
The Bank of New York
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By Mail:
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By Overnight Courier:
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By Hand:
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BNY Mellon Shareowner Services
Attn: Corporate Actions Dept.
P.O. Box 3301
South Hackensack, NJ 07606
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BNY Mellon Shareowner Services
Attn: Corporate Actions Dept., 27th Floor
480 Washington Blvd.
Jersey City, NJ 07310
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BNY Mellon Shareowner Services
Attn: Corporate Actions Dept., 27th Floor
480 Washington Blvd.
Jersey City, NJ 07310
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By Facsimile Transmission
(For Eligible Institutions Only):
+1 201 680-4626
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To Confirm Facsimile Only:
+1 201 680 4860
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DELIVERY OF THIS NOTICE OF GUARANTEED DELIVERY TO AN ADDRESS
OTHER THAN AS SET FORTH ABOVE OR TRANSMISSION OF
INSTRUCTIONS VIA FACSIMILE TRANSMISSION TO A NUMBER OTHER
THAN AS LISTED ABOVE, DOES NOT CONSTITUTE A VALID DELIVERY.
THIS NOTICE OF GUARANTEED DELIVERY IS NOT TO BE USED TO
GUARANTEE SIGNATURES. IF A SIGNATURE ON A LETTER OF TRANSMITTAL
IS REQUIRED TO BE GUARANTEED BY AN “ELIGIBLE GUARANTOR
INSTITUTION” UNDER THE INSTRUCTIONS THERETO, SUCH
SIGNATURE GUARANTEE MUST APPEAR IN THE APPLICABLE SPACE PROVIDED
IN THE SIGNATURE BOX ON THE LETTER OF TRANSMITTAL.
THE ELIGIBLE INSTITUTION THAT COMPLETES THIS FORM MUST
COMMUNICATE THE GUARANTEE TO THE DEPOSITARY AND MUST DELIVER THE
LETTER OF TRANSMITTAL AND CERTIFICATES FOR SHARES TO THE
DEPOSITARY WITHIN THE PERIOD SHOWN HEREIN. FAILURE TO DO SO
COULD RESULT IN A FINANCIAL LOSS TO SUCH ELIGIBLE INSTITUTION.
Ladies and Gentlemen:
The undersigned hereby tenders to IR Acquisition Corp., a
Delaware corporation (“Purchaser”) and a wholly
owned subsidiary of Vishay Intertechnology, Inc., a Delaware
corporation (“Vishay”), upon the terms and subject to
the conditions set forth in the Offer to Purchase and the
related Letter of Transmittal (which together, as amended,
supplemented or otherwise modified from time to time, constitute
the “Offer”), receipt of which is hereby
acknowledged, the number of Shares set forth below pursuant to
the guaranteed delivery procedure set forth in “The
Offer — Procedure for Tendering Shares” of the
Offer to Purchase.
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Number of Shares tendered
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Name(s) (Please Print) of Record Holder(s)
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Share Certificate Numbers (if available)
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Address(es)
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(Zip Code)
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(Area Code and Telephone Number)
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o
Check here if Shares will be tendered by
book-entry transfer
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Signature
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Account Number
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Date
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The
Guarantee Below Must Be Completed
Guarantee
(Not To Be Used For Signature Guarantees)
The undersigned, a firm which is a bank, broker, dealer, credit
union, savings association or other entity which is a member in
good standing of a recognized Medallion Program approved by the
Securities Transfer Association, Inc. or any other
“eligible guarantor institution” (as such term is
defined in
Rule 17Ad-15
under the Securities Exchange Act of 1934, as amended),
guarantees (i) that the above named person(s)
“own(s)” the Shares tendered hereby within the meaning
of
Rule 14e-4
under the Securities Exchange Act of 1934, (ii) that such
tender of Shares complies with
Rule 14e-4
and (iii) delivery to the Depositary of the Shares tendered
hereby, in proper form of transfer, or a book-entry
confirmation, together with a properly completed and duly
executed Letter of Transmittal (or a manually signed facsimile
thereof) with any required signature guarantees, or an
Agent’s Message (as defined in the Offer to Purchase) in
the case of a book-entry delivery, and any other required
documents within three business days of the date hereof.
(Name of Firm)
(Authorized Signature)
(Name)
(Address)
(Zip Code)
(Area Code and Telephone
Number)
DO NOT SEND SHARE CERTIFICATES WITH THIS NOTICE OF GUARANTEE
DELIVERY. SHARE CERTIFICATES SHOULD BE SENT WITH YOUR LETTER OF
TRANSMITTAL.
Dated: