Filed pursuant to Rule 424(b)(3)
File Number 333-68090
PROSPECTUS SUPPLEMENT NO. 6
$550,000,000 Aggregate Principal Amount at Maturity
Liquid Yield Option(TM)Notes Due 2021 (Zero Coupon--Subordinated) and Shares of
Common Stock Issuable Upon Conversion and/or Purchase of the LYONs
This prospectus supplement supplements the prospectus dated November 21,
2001 of Vishay Intertechnology, Inc. as supplemented by prospectus supplements
dated December 10, 2001, January 4, 2002, March 4, 2002, May 7, 2002 and June
25, 2002. The prospectus relates to the sale by certain of our security holders
of up to $550,000,000 aggregate principal amount at maturity of the Liquid Yield
Option Notes ("LYONs") of Vishay and the shares of common stock issuable upon
conversion and/or our re-purchase of the LYONs. You should read this prospectus
supplement in conjunction with the prospectus, and this prospectus supplement is
qualified by reference to the prospectus, except to the extent that the
information in this prospectus supplement supersedes the information contained
in the prospectus. Capitalized terms used in this prospectus supplement and not
otherwise defined herein have the meanings specified in the prospectus.
The table in the "Selling Securityholders" section on pages 38 and 39 of
the prospectus is hereby supplemented by the addition of the following
information regarding the selling security holders listed below.
The table of Selling Securityholders contained in the prospectus is hereby
amended as follows.
Aggregate
Principal
Amount at Number of Percentage of
Maturity of Percentage of Common Shares Shares of
LYONs that May LYONs that May Be common stock
Name Be Sold Outstanding Sold (1) Outstanding (2)
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St. Thomas
Trading, Ltd. (3) $ 5,816,000 1% 102,761 *%
Man Convertible
Bond Master
Fund, Ltd. (3) $ 3,544,000 *% 62,618 *%
*Less than one percent (1%).
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(TM) Trademark of Merrill Lynch & Co., Inc.
(1) Assumes conversion of all of the holder's LYONs at a conversion rate of
17.6686 shares of common stock per $1,000 principal amount at maturity of
the LYONs. This conversion rate is subject to adjustment, however, as
described under "Description of the LYONs --Conversion Rights --Conversion
Rate and Delivery of Shares of common stock" in the prospectus. As a
result, the number of shares of common stock issuable upon conversion of
the LYONs may increase or decrease in the future. Does not include shares
of common stock that may be issued by us upon purchase of LYONs by us at
the option of the holder.
(2) Calculated based on Rule 13d-3(d)(i)of the Exchange Act, using 144,279,735
shares of common stock outstanding as of August 5, 2002. In calculating
this amount for each holder, we treated as outstanding the number of shares
of common stock issuable upon conversion of all of that holder's LYONs, but
we did not assume conversion of any other holder's LYONs. Does not include
shares of common stock that may be issued by us upon our purchase of LYONs
at the option of the holder.
(3) Formerly an affiliate of Kentfield Trading Ltd., which was listed as a
Selling Securityholder in the prospectus. Due to an internal reorganization
of the entities controlled by Kentfield Trading Ltd., a portion of the
LYONs listed as beneficially owned by Kentfield Trading Ltd. in the
prospectus are now beneficially owned by this entity.
INVESTING IN THE LYONS INVOLVES RISKS THAT ARE DESCRIBED IN THE "RISK FACTORS"
SECTION BEGINNING ON PAGE 10 OF THE PROSPECTUS.
Neither the Securities and Exchange Commission, any state securities
commission nor any other regulatory body has approved or disapproved of these
securities or determined if the prospectus or this prospectus supplement is
truthful or complete. Any representation to the contrary is a criminal offense.
The date of this prospectus supplement is August 7, 2002