IR Proposes Increase in Authorized Shares

December 18, 2003 by Jeff Shepard

International Rectifier Corp. (IR, El Segundo, CA) announced that its board of directors has approved, subject to stockholder approval, an amendment to the company's Certificate of Incorporation to increase the authorized number of shares of common stock from 150,000,000 to 330,000,000.

As of December 12, 2003, there were approximately 92,271,016 shares issued and outstanding or reserved in connection with the company's outstanding convertible notes and employee stock incentive and purchase plans. The Company intends to present the amendment to its stockholders for approval at a special meeting of stockholders to be held on or about January 26, 2004. Stockholders of record at the close of business on December 19, 2003, will be entitled to notice of, and to vote in person or by proxy at, the special meeting.

The board of directors believes that the proposed increase in authorized shares will enhance the company's flexibility in connection with possible future actions, such as stock splits, stock dividends, acquisitions or other corporate purposes. Other than increasing the authorized shares of common stock from 150,000,000 to 330,000,000, the proposed amendment in no way changes the Certificate of Incorporation.