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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 14D-1
Tender Offer Statement
Pursuant to Section 14(d)(1) of the Securities Exchange Act of 1934
(Amendment No.18)
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HEI, Inc.
(Name of Subject Company)
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FANT INDUSTRIES INC.
(Bidder)
COMMON STOCK, PAR VALUE $0.05 PER SHARE
(INCLUDING THE ASSOCIATED COMMON STOCK PURCHASE RIGHTS)
(Title of Class of Securities)
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404160103
(CUSIP Number of Class of Securities)
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ANTHONY J. FANT
PRESIDENT AND CHIEF EXECUTIVE OFFICER
FANT INDUSTRIES INC.
2154 HIGHLAND AVENUE
BIRMINGHAM, AL 35205
TELEPHONE: (205) 933-1030
(Name, Address and Telephone Number of Persons Authorized to Receive
Notices and Communications on Behalf of Bidder)
Copies To:
MICHAEL A. KING, ESQ.
BROWN & WOOD LLP
ONE WORLD TRADE CENTER
NEW YORK, NY 10048-0557
TELEPHONE: (212) 839-5546
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Fant Industries Inc. hereby amends and supplements its Tender Offer
Statement on Schedule 14D-1 (the "Statement") filed with the Securities and
Exchange Commission on March 10, 1998 relating to its offer to purchase 11.5%
of the outstanding shares of common stock, par value $0.05 per share, of HEI,
Inc., a Minnesota corporation (together with the associated common stock
purchase rights), as set forth in this Amendment No.18.
ITEM 11) MATERIAL TO BE FILED AS EXHIBITS.
Item 11 is hereby amended to add the following:
(a) (27) Press release, dated June 10, 1998.
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete
and correct.
Date: June 10, 1998
FANT INDUSTRIES INC.
By:/s/ Anthony J. Fant
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Anthony J. Fant
President and Chief Executive Officer
Fant Industries Inc.
/s/ Anthony J. Fant
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Anthony J. Fant
Exhibit (a) (27)
FANT INDUSTRIES INC.
2154 Highland Avenue
Birmingham, Alabama 35205
Phone: (205) 933-1030
For further information contact:
Anthony J. Fant
(205) 933-1030
Richard Grubaugh
Beacon Hill Partners, Inc.
(212) 843-8500
FOR IMMEDIATE RELEASE
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FANT ANNOUNCES ADDITIONAL DIRECTOR NOMINEE
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NEW YORK, NEW YORK - June 10, 1998 - Fant Industries Inc., which is seeking
control of HEI, Inc. (Nasdaq: HEII) of Victoria, Minnesota., has announced
the addition of Mack Traynor to its slate of nominees for the upcoming
special meeting of shareholders. Mr. Traynor, who resides in Shorewood,
Minnesota, is a director of Telident, Inc., a publicly-held
telecommunications products and services company, and Eltrax Systems, Inc., a
publicly-held networking products and managed services company. Mr. Traynor
has served as an executive officer with US West Enterprises, Military
Communications Center, Inc. and Eltrax. Mr. Traynor will join Anthony J.
Fant, David Ortlieb, Ed Finch and Steve Tondera if Eugene Courtney chooses
not to continue to serve as a director. Mr. Fant continues to invite Mr.
Courtney to remain on the Board, and if he chooses to stay on, Mr. Fant will
seek to add Mr. Traynor, through expansion, in the near future.
Yesterday, Fant Industries announced its proposal for an aggressive, highly
incentive-based director compensation plan under which no director stock
options will be exercisable unless and until HEI's stock price reaches $25.00
per share. HEI's stock closed yesterday at $6.00 per share.
A special meeting of shareholders is scheduled for August 4, 1998 to allow
the shareholders directly to remove obstacles to Fant's $8.00 per share cash
tender offer. Among other things, HEI shareholders will vote on replacing
the current directors (other than Eugene Courtney) with Fant's slate.
Holders of record as of June 9, 1998 will be eligible to vote.
Mr. Fant and Fant Industries Inc. mailed on April 23, 1998, a proxy statement
and related materials to HEI's shareholders to solicit proxies to be used at
this special meeting. The proxy solicitation was preceded by an $8.00 per
share cash tender offer commenced by Fant Industries on March 10, 1998 to buy
an additional 11.5% of the Common Stock of HEI.
Fant Industries has retained Beacon Hill Partners, Inc. for solicitation and
advisory services.
