<PAGE>
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. )
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Filed by a party other than the Registrant / /
Check the appropriate box:
/ / Preliminary Proxy Statement
/ / Confidential, for Use of the Commission Only (as permitted by Rule
14a-6(e)(2))
/ / Definitive Proxy Statement
/X/ Definitive Additional Materials
/ / Soliciting Material Pursuant to Section 240.14a-11(c) or Section
240.14a-12
HEI, INC.
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(Name of Registrant as Specified In Its Charter)
- --------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
/X/ No fee required
/ / Fee computed on table below per Exchange Act Rules 14a-6(i)(1)
and 0-11
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pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
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/ / Fee paid previously with preliminary materials.
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0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number,
or the Form or Schedule and the date of its filing.
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A Message from HEI to our Shareholders and the Community:
LET'S SET THE RECORD STRAIGHT
For the past several months, the shareholders of Minnesota-based HEI have been
subjected to an unfortunate and extremely expensive struggle for control of HEI
and its assets. Everything from HEI's performance and prospects to the
integrity of the Board and management has come under public attack in a series
of misleading ads and public statements by the opposition. Over the same
period, our employees, customers, suppliers, friends, community leaders, and
shareholders have endured this mischaracterization and asked why we haven't
responded in the media. The answer is commitment and responsibility.
We have a duty to focus on growing our business and providing return for our
shareholders. We continue to do so; however, we have a responsibility to set
the record straight. The charts below show HEI's achievements, its solid
financial base and its excellent prospects for the future.
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
HEI ANNUAL REVENUE
FISCAL YEAR 1990-1997
$ Millions
<TABLE>
<CAPTION>
TOTAL REVENUE
<S> <C>
1990 8.5
1991 9.0
1992 14.1
1993 18.9
1994 17.3
1995 23.4
1996 20.7
1997 31.0
</TABLE>
- - 20% COMPOUND ANNUAL REVENUE GROWTH: FY 90 - FY 97.
- - FIRST NINE MONTHS OF FY 98: $14.7 MILLION REVENUE.
- - AGGRESSIVE GROWTH STRATEGIES IN TARGET MARKETS LED TO 53% REVENUE GROWTH IN
MEDICAL AND COMMUNICATIONS FOR FIRST NINE MONTHS OF FY 98 VS. SAME PERIOD
OF FY 97.
<PAGE>
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
HEI NET PROFIT (LOSS) BEFORE TAX
FISCAL YEAR 1990-1997
$ Millions
<TABLE>
<CAPTION>
NPBT % RETURN ON REVENUE
<S> <C> <C>
1990 -.8 -9.7
1991 -.1 -0.6
1992 2.0 14.2
1993 4.0 21.2
1994 2.1 12.2
1995 3.3 13.9
1996 2.8 13.7
1997 4.0 12.9
</TABLE>
- - ANNUAL PRE-TAX PROFITS HAVE EXCEEDED 12% OF REVENUES: FY 92-97.
- - FIRST NINE MONTHS OF FY 98: $647,000 PRE-TAX PROFIT, 4.3% RETURN ON
REVENUE.
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
HEI CASH AND INVESTMENTS
FISCAL YEAR 1990-1997
$ Millions
<TABLE>
<CAPTION>
CASH/INV.
<S> <C>
1990 0
1991 .2
1992 .9
1993 2.0
1994 2.3
1995 5.3
1996 6.7
1997 12.6
</TABLE>
- - FROM ZERO TO $13 MILLION: FY 90 - FY 97.
- - AT 5/30/98: CASH AND INVESTMENTS WERE $13.4 MILLION.
- - STRONG FINANCIAL PLATFORM FOR GROWTH AND DIVERSIFICATION.
<PAGE>
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
HEI SHAREHOLDER EQUITY
FISCAL YEAR 1990-1997
$ Millions
<TABLE>
<CAPTION>
SHAREHOLDERS EQUITY BOOK VALUE PER SHARE
<S> <C> <C>
1990 1.1 0.77
1991 1.6 0.56
1992 3.6 1.14
1993 6.8 1.86
1994 8.7 2.35
1995 11.0 2.90
1996 13.8 3.43
1997 17.0 4.14
</TABLE>
- - SHAREHOLDER EQUITY FROM $1.1 MILLION TO $17 MILLION: FY 90 - FY 97.
- - BOOK VALUE PER SHARE FROM $0.77 TO $4.14: FY 90 - FY 97.
- - AT 5/30/98: SHAREHOLDER EQUITY WAS $17.5 MILLION, BOOK VALUE PER SHARE WAS
$4.29.
- - RETAINED EARNINGS GROWTH FROM NEGATIVE $3.1 MILLION TO POSITIVE $9.3
MILLION: FY 90 - FY 97.
We are proud of our results, the skills and abilities of our employees and our
partnerships with our customers. We are equally excited about our prospects for
the future. That's because HEI has the people, the strategy, the hard earned
financial resources and the technology in place to produce positive long-term
results and shareholder value.
We would like to thank the entire HEI community for their patience and continued
support as we work together for an even brighter future here in Minnesota.
HEI, Inc. Board of Directors
Robert L. Brueck Eugene W. Courtney William R. Franta Frederick M. Zimmerman
