SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): June 1, 2004
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VISHAY INTERTECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)
Delaware 1-7416 38-1686453
(State or other jurisdiction of (Commission file number) (I.R.S. employer
incorporation or organization) identification no.)
63 Lincoln Highway
Malvern, Pennsylvania 19355-2120
(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.)
Item 5. Other Events and Regulation FD Disclosure
On June 1, 2004, Vishay Intertechnology, Inc. announced that it will issue
32.6669 shares of its common stock per $1,000 principal amount at maturity of
its Liquid Yield Option(TM) Notes (LYONs) to holders who elect to exercise their
option to require Vishay to repurchase their LYONs on June 4, 2004. Cash will be
paid in lieu of fractional shares.
Vishay is required to purchase the LYONs, at the option of the holders,
for a purchase price per $1,000 principal amount at maturity of the LYONs of
$602.77, the accreted value at June 4, 2004. As permitted by the indenture
governing the LYONs, Vishay has elected to pay the purchase price in shares of
its common stock, computed based upon the quotient of $602.77 divided by the
average closing price on the New York Stock Exchange of Vishay's common stock
over the five trading day period ending on June 1, 2004. This average was
$18.452. Vishay's ability to pay the purchase price in shares of common stock is
subject to a number of conditions. At this time, Vishay anticipates that these
conditions will be satisfied. If these conditions are not satisfied prior to the
close of business on the purchase date, Vishay will be obligated to pay the
purchase price in cash.
A copy of Vishay's press release issued on June 1, 2004 is filed as
Exhibit 99.1 to this report.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
Exhibit No. Description
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99.1 Press Release dated June 1, 2004.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
Vishay Intertechnology, Inc. has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
Date: June 2, 2004
VISHAY INTERTECHNOLOGY, INC.
By: /s/ Richard N. Grubb
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Name: Richard N. Grubb
Title: Executive Vice President
and Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Description
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99.1 Press Release dated June 1, 2004.