IDT IDT Corporation

Chip maker Integrated Device Technology was the subject of a mysterious regulatory filing Tuesday, submitted by individuals claiming to own a chunk of the company and looking to buy the rest of it at a steep premium.

The filing said it was submitted by a group of seven investors, six Chinese and one Pakistani, led by Liblin Sun. It listed ownership amounts that represent 5% of shares outstanding, with Liblin Sun said to own 4.4%. The filing included a takeover proposal valuing IDT at $32 a share, or $4.32 billion—a 65% premium to where the stock closed Monday. The stock hasn't traded near that level since 2001.

Immediately following news of the filing, IDT's stock jumped as much as 23%. Amid speculation that the filing might not be genuine, the stock pared its gain to close up 5% at $20.22.

Both the San Jose, Calif., company and the Securities and Exchange Commission declined to comment on the filing. Attempts to reach individuals named on the filing didn't result in confirmation of a takeover offer.

BlackRock and Vanguard, the two biggest investors in IDT, also declined to comment.

Before Tuesday, the consortium had never made a filing with the SEC on IDT or on any other company. A second filing followed the first, amending the purported holding of a purported investor by the name of Neuman Aly. The amendment stated Mr. Aly, the Pakistani, had sold 185,000 call options on Tuesday for a total of $477,740.

"It certainly is sketchy," said Wedbush Securities analyst Betsy Van Hees, who called the filing one of the most unique she has ever seen. "There are a lot of things that are very odd and don't add up and make sense," she said, such as the fact that the reported address of Mr. Aly appears to be a dilapidated building in Portland, Ore., and that the initial filing listed his purported options stake as common stock. Owners of common stock have voting rights, whereas those with options don't. "A lawyer wouldn't get that wrong," said Ms. Van Hees.

The SEC previously has said it is examining whether it should make changes to its public securities filing system, known as Edgar, following a spate of fake filings that have included a bogus takeover offer for Avon Products Inc. in June and fraudulent filings in September claiming that Berkshire Hathaway Co. owned at least 10% stakes in both Kraft Heinz Co. and Phillips 66.

Fraudulent filings underscore a weakness in the filing system. It is possible to set up a fake account and make fraudulent filings directly to a legitimate firm's cache of disclosures. To make filings, one only needs to provide Edgar with a street address and a document signed by a notary, according to an Edgar user's manual published by the SEC. The manual warns that intentionally making false filings is a federal crime.

Companies make thousands of SEC filings a day, most of them routine. Third parties such as shareholders and insiders are allowed to file directly to a company's Edgar feed, a system set up to promote maximum disclosure.

If the takeover offer for IDT turns out to be valid, Ms. Van Hees said it is unlikely to be approved by IDT's board, given regulatory hurdles that make sealing deals with Chinese investors more difficult. For example, Ms. Van Hees pointed out that Fairchild Semiconductor International Inc., the subject of a bidding war between rival ON Semiconductor Corp. and a Chinese investor group, ultimately opted to tie up with ON despite a lower bid price.

Write to Lisa Beilfuss at lisa.beilfuss@wsj.com

(END) Dow Jones Newswires

April 12, 2016 19:05 ET (23:05 GMT)

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