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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.8)
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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.8.
ITEM 11) MATERIAL TO BE FILED AS EXHIBITS.
Item 11 is hereby amended to add the following:
(a) (17) Press release, dated April 7, 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: April 8, 1998
By: /s/ Anthony J. Fant
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Anthony J. Fant
President and Chief Executive Officer
Fant Industries Inc.
Exhibit (a)(17)
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
(212) 843-8500
FOR IMMEDIATE RELEASE
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FANT INDUSTRIES EXTENDS OFFER FOR SHARES OF HEI, INC.
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NEW YORK, NEW YORK -- April 7, 1998 -- Fant Industries Inc., formed by
Anthony J. Fant of Birmingham, Alabama, has announced that 1,635,108 shares
of the Common Stock of HEI, Inc. (Nasdaq: HEII) of Victoria, Minnesota,
representing approximately 40.2% of the outstanding shares, have been
tendered to date pursuant to its cash tender offer to purchase 467,886 shares
at a price of $8.00 net per share. Upon satisfaction of the tender offer
conditions, shares tendered will be accepted on a pro rata basis.
Mr. Fant stated that the shareholders have sent a message to HEI's Board of
Directors by their overwhelming response to the offer. "The shareholders
have clearly spoken. They like our offer and they want the Board to remove
the obstacles to completion."
The Fant Industries tender offer, proration period and withdrawal rights have
been extended and will expire on Thursday, April 30, 1998 at 12:00 midnight
New York City Time unless extended further.
R.J. Steichen & Co. is the Dealer Manager, and Beacon Hill Partners, Inc. is
the Information Agent.
