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June 25, 2010 Dear Vishay Intertechnology, Inc. Stockholder

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June 25, 2010 Dear Vishay Intertechnology, Inc. Stockholder ® June 25, 2010 Dear Vishay Intertechnology, Inc. Stockholder: We are pleased to inform you that on June 15, 2010, the board of directors of Vishay Intertechnology, Inc. approved the spin-off of Vishay Precision Group, Inc., our wholly-owned subsidiary that operates our precision measurement and foil resistor businesses. The spin-off will separate the ownership and management of our business and that of Vishay Precision Group, which we think will better enable both companies to focus on their core businesses. Vishay Intertechnology is expected to be a more competitive, pure-play discrete electronic components company. We will effect the spin-off by way of a pro rata stock dividend to our stockholders as of June 25, 2010. Each holder of Vishay Intertechnology common stock will receive 1 share of common stock of Vishay Precision Group for each 14 shares of Vishay Intertechnology common stock held, and each holder of Vishay Intertechnology Class B common stock will receive 1 share of Class B common stock of Vishay Precision Group for each 14 shares of Vishay Intertechnology Class B common stock held. The dividend will represent 100% of the equity of Vishay Precision Group outstanding at the time of the spin-off. We expect to distribute shares of Vishay Precision Group on or about July 6, 2010. Cash will be paid in lieu of fractional shares. Stockholder approval for the spin-off is not required, and you are not required to take any action to participate in the spin-off. You do not need to pay any consideration or surrender or exchange your shares of Vishay Intertechnology common stock. Holders who sell their shares of Vishay Intertechnology common stock in the “regular way” after the record date but prior to the distribution date will not receive shares of Vishay Precision Group. Following the spin- off, Vishay Intertechnology common stock will continue to trade on the New York Stock Exchange under the symbol “VSH,” and we expect that Vishay Precision Group common stock will trade on the New York Stock Exchange under the symbol “VPG.” The shares of Vishay Precision Group common stock will be issued by book-entry with our transfer agent, which means that no physical certificates will be issued. Physical certificates will be issued only to holders of Vishay Precision Group Class B common stock. We intend for the spin-off to be tax-free for stockholders for U.S. federal income tax purposes. To that end, based on representations made by Vishay Intertechnology, we have obtained a favorable ruling regarding the spin-off from the U.S. Internal Revenue Service. The enclosed information statement, which is being provided to all Vishay Intertechnology stockholders, describes the spin-off in detail and contains important business and financial information about Vishay Precision Group. We look forward to your continued support as a stockholder of Vishay Intertechnology. Sincerely, Dr. Felix Zandman Dr. Gerald Paul Executive Chairman of the Board of Directors President and Chief Executive Officer Vishay Intertechnology, Inc. Vishay Intertechnology, Inc. June 25, 2010 Dear Vishay Precision Group, Inc. Stockholder: It is our pleasure to welcome you as a stockholder of our new company. Although we are a newly independent company, we have a strong history. We are a designer, manufacturer, and marketer of resistive foil technology products such as resistive sensors, weighing modules, and weighing systems for a wide variety of applications. In 2009, we generated $172 million in net revenue, had net earnings of $1.7 million, and generated cash flows from operations of $29.2 million. Our mission is to create value for you, our stockholders, and for our customers through our “vertical product integration” strategy and growing our business of manufacturing and marketing precision sensors, weighing systems, sophisticated digital weighing modules and other precision measurement products. We expect that our common stock will be listed on the New York Stock Exchange under the symbol “VPG.” Our management team is excited about our spin-off from Vishay Intertechnology, and is committed to realizing the potential that exists for us as an independent company focused on precision measurement. We invite you to learn more about our company by reading the enclosed information statement and we look forward to updating you on our progress in realizing our vision and mission. We would like to thank you in advance for your support as a stockholder in our new company. Sincerely, Marc Zandman Ziv Shoshani Chairman of the Board of Directors President and Chief Executive Officer Vishay Precision Group, Inc. Vishay Precision Group, Inc. This page intentionally left blank. INFORMATION STATEMENT Vishay Precision Group, Inc. Common Stock (Par Value $0.10) Vishay Intertechnology, Inc. is furnishing this information statement to its stockholders in connection with the spin- off of our company. In the spin-off, Vishay Intertechnology will transfer to us the assets and businesses which Vishay Intertechnology attributes to its precision measurement and foil resistor businesses and distribute on a pro rata basis to its stockholders all of our outstanding equity. If you are a holder of record of Vishay Intertechnology common stock as of 5:00 p.m. New York City time on June 25, 2010, the record date for the distribution, you will receive 1 share of our common stock for every 14 shares of Vishay Intertechnology common stock that you own. If you are a holder of record of Vishay Intertechnology Class B common stock on the record date, you will receive 1 share of our Class B common stock for every 14 shares of Vishay Intertechnology Class B common stock that you own. You will receive cash in lieu of any fractional shares which you would have received after application of the above ratio. As discussed under “The Spin-off—Trading of Vishay Intertechnology Common Stock Between the Record Date and Distribution Date,” if you sell your shares of Vishay Intertechnology common stock in the “regular way” market after the record date and before the spin-off, you also will be selling your right to receive shares of our common stock in connection with the spin-off. We expect the shares of our common stock and our Class B common stock to be distributed by Vishay Intertechnology on or about July 6, 2010. We refer to the date of the distribution as the “distribution date.” No vote of Vishay Intertechnology’s stockholders is required, and therefore you are not being asked for a proxy in connection with the spin-off. You do not need to pay any consideration, exchange or surrender your existing shares of Vishay Intertechnology common stock or take any other action to receive your shares of our common stock. There is no current trading market for our common stock, although we expect that a limited market, commonly known as a “when-issued” trading market, will develop on or shortly before the record date for the distribution, and we expect regular way trading of our common stock to begin on the first trading day following the completion of the spin-off. We expect that our common stock will be listed on the New York Stock Exchange under the symbol “VPG.” Our Class B common stock generally will not be transferable except in certain very limited instances, and we do not anticipate a market for the Class B common stock. In reviewing this information statement, you should carefully consider the matters described under the caption “Risk Factors” beginning on page 16. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved these securities or determined if this information statement is truthful or complete. Any representation to the contrary is a criminal offense. This information statement does not constitute an offer to sell or the solicitation of an offer to buy any securities. The date of this information statement is June 25, 2010. This page intentionally left blank. Table of Contents Summary . 1 Summary Financial and Other Data. 12 Risk Factors . 16 Forward-Looking Information. 31 The Spin-off. 32 Dividend Policy . 43 Capitalization. 44 Selected Historical Financial Data. 45 Unaudited Pro Forma Combined and Consolidated Financial Statements. 47 Management’s Discussion and Analysis of Financial Condition and Results of Operations. 55 Description of Our Business. 81 Management. 92 Executive Compensation . 101 Historical Compensation Tables. 114 Security Ownership of Certain Beneficial Owners. 127 Certain Relationships and Related Party Transactions. 130 Description of Our Capital Stock. 148 Description of Certain Indebtedness. 154 Where You Can Find More Information . 158 Index to Combined and Consolidated Financial Statements. F-1 i This page intentionally left blank. SUMMARY The following is a summary of material information discussed in this information statement. This summary may not contain all the details concerning the spin-off or other information that may be important to you. To better understand the spin-off and our business and financial position, you should carefully review this entire information statement. Unless the context otherwise requires, references in this information statement to “Vishay Precision Group,” “we,” “our” and “us” mean the Vishay precision measurement and foil resistor businesses which will be contributed in the spin-off to Vishay Precision Group, Inc., a Delaware corporation, and its subsidiaries. References in this information statement to “Vishay Intertechnology” mean Vishay Intertechnology, Inc., a Delaware corporation, and its subsidiaries, unless the context otherwise requires. We describe in this information statement the precision measurement and foil resistor businesses of Vishay Intertechnology as if they were our business for all historical periods described. References in this information statement to our historical assets, liabilities, products, businesses or activities of our business are generally intended to refer to the historical assets, liabilities, products, businesses or activities of the transferred businesses as the businesses were conducted as part of Vishay Intertechnology and its subsidiaries prior to the spin-off.
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