Vishay Intertechnology Closes Offering of $750 Million of 2.25% Convertible Senior Notes

MALVERN, Pa., Sept. 12, 2023 (GLOBE NEWSWIRE) -- Vishay Intertechnology, Inc. (NYSE: VSH) (the “Company,” “Vishay”) today announced the closing of its offering of $750 million aggregate principal amount of 2.25% convertible senior notes due 2030. The Company upsized the initial offering size of $600 million aggregate principal amount of the notes to $650 million and the initial purchasers exercised their option to purchase an additional $100 million aggregate principal amount of the notes in full. The notes were offered and sold only to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended.

The notes are Vishay’s senior unsecured obligations and subordinated in right of payment to Vishay’s senior secured debt, including amounts borrowed under its senior secured credit facility. Interest will be payable on the notes semi-annually at a rate of 2.25% per annum. The notes are initially convertible, subject to certain conditions, into cash up to the aggregate principal amount of such notes and cash, shares of the Company’s common stock or a combination thereof, at the Company’s election with respect to the remainder, if any, of its conversion obligation in excess of the aggregate principal amount of such notes, at an initial conversion rate of 33.1609 shares of common stock per $1,000 principal amount of notes. This represents an initial effective conversion price of approximately $30.16 per share. This initial conversion price represents a premium of 20% to the closing price of Vishay’s common stock on September 7, 2023, which was $25.13 per share.

The Company may not redeem the notes prior to September 20, 2027. The Company may redeem for cash all or part of the notes, at its option, on or after September 20, 2027, if the last reported sale price of the Company’s common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. If the Company elects to redeem fewer than all of the outstanding notes, at least $100 million aggregate principal amount of notes must be outstanding and not subject to redemption as of, and after giving effect to, delivery of the relevant notice of redemption.