Semiconductor maker Vishay Intertechnology Inc. said Monday it may be willing to increase its $23-a-share offer for International Rectifier Corp. if the power management chip maker can demonstrate a higher price is justified.

In a new letter to shareholders of the El Segundo-based company, Vishay urged them to vote for its three independent director nominees at the company's annual meeting, still scheduled for Friday.

The Malvern, Pa., company said its $23-per-share bid, which values International Rectifier at $1.7 billion, is fair and a better premium than the company could achieve on its own.

"Nonetheless, if International Rectifier can, through good faith negotiations, demonstrate to Vishay that a further price increase is justified, Vishay would be willing to improve its offer," the company wrote.

In a response, International Rectifier filed with the SEC a letter it is sending to shareholders today. In it, Chairman Richard J. Dahl noted that the company's view that the bid is insufficient is backed by analysts and at least three independent proxy advisory services.

"This is further validation of IRF's strategic roadmap as the clearly superior alternative to Vishay's ill-advised, speculative and highly conditional offer," Dahl said.

Vishay last month launched a tender offer to buy International Rectifier after the board unanimously rejected both the $23 offer, and an earlier $21.22 bid.

Vishay said its current offer represents a 30 percent premium over International Rectifier's average closing price for the 30 trading days prior to its original acquisition proposal announced Aug. 14. The tender offer expires on Oct. 27.

Though International Rectifier shares rose 12 percent in premarket trading Monday, in regular trading shares were only up 19 cents, or 1 percent from Friday's close, to $17.55.

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