POWER ONE INC
8-K, EX-20.1, 2000-08-09
ELECTRONIC COMPONENTS, NEC
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                                                                    EXHIBIT 20.1


                          [POWER-ONE LOGO / LETTERHEAD]

                          POWER-ONE, INC. PRESS RELEASE


POWER-ONE, INC.
740 Calle Plano
Camarillo, CA  93012
(805) 987-8741
TRADED:  NASDAQ:  PWER


FOR IMMEDIATE RELEASE
JULY 28, 2000

                    POWER-ONE ADOPTS STOCKHOLDER RIGHTS PLAN

CAMARILLO, CALIFORNIA - JULY 28, 2000 - Power-One, Inc. (NASDAQ: PWER) announced
that it has adopted a Stockholder Rights Plan in which preferred stock purchase
rights will be distributed for each outstanding share of the company's common
stock held at the close of business on August 7, 2000.

Steven J. Goldman, Chairman of the Board and Chief Executive Officer, stated
that "the board adopted the new plan to protect against future abusive takeover
tactics. The plan was not adopted in response to any specific effort to acquire
control of the company, and the board is not aware of any such effort. The plan
is intended to ensure that all stockholders receive fair and equitable treatment
in the event of unsolicited attempts to acquire the company." Mr. Goldman also
noted that similar plans had been adopted by over 1,500 public companies.

Each right will entitle a holder of Power-One common stock to buy one
one-thousandth of a share of a new series of preferred stock at an exercise
price of $625, subject to adjustment. If a person acquires more than 15% of the
company's common stock, or in the event of a squeeze-out merger, holders of the
rights would be entitled to purchase either the company's stock or stock in the
merged entity at half of market value. The company will be entitled to redeem
the rights for a nominal amount at any time until the day that a 15% position
has been acquired.

Additional details will be outlined in a summary to be mailed to all
stockholders on or about August 10, 2000. Stephens Inc. acted as financial
advisor.

About Power-One:

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Power-One is a leading manufacturer of power conversion products designed
primarily for communications applications. DC rack power systems are sold
directly to Internet service providers and telecom central offices. Embedded OEM
power products include AC/DC and DC/DC products and are sold to manufacturers of
datacom and telecom equipment. Power-One also supports key customers in the
automated/semiconductor test equipment industry and other high-end industrial
markets.

The company is comprised of the AC&DC Power Systems, High Density-Board Mounted
Power, Compact Power Systems, Telecom Systems and Powec divisions.

Power-One, with headquarters in Camarillo, CA, has over 5,500 employees with
manufacturing operations in Irvine, CA; Boston, MA; Mexico; Dominican Republic;
Puerto Rico; Norway; Switzerland; Ireland; Slovakia; and China.

For information on Power-One and its products, visit the company's website at
WWW.POWER-ONE.COM.


CONTACT:
Ed Schnopp, Power-One:  805-987-8741
At the Financial Relations Board:  310-442-0599
         Jill Fukuhara, Analyst Contact
         Fiona Ross, General Information
         Michaelle Burstin, Media Inquiries
Kent Sorrells, Stephens Inc.:  501-377-3444



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