===============================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14D-1
Tender Offer Statement
Pursuant to Section 14(d)(1) of the Securities Exchange Act of 1934
(Amendment No.14)
HEI, Inc.
(Name of Subject Company)
FANT INDUSTRIES INC.
(Bidder)
COMMON STOCK, PAR VALUE $0.05 PER SHARE
(INCLUDING THE ASSOCIATED COMMON STOCK PURCHASE RIGHTS)
(Title of Class of Securities)
404160103
(CUSIP Number of Class of Securities)
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
===============================================================================
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.14.
ITEM 11) MATERIAL TO BE FILED AS EXHIBITS.
Item 11 is hereby amended to add the following:
(a) (22) Press Release, dated May 20, 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: May 20, 1998
FANT INDUSTRIES INC.
By:/s/ Anthony J. Fant
----------------------------------------
Anthony J. Fant
President and Chief Executive Officer
Fant Industries Inc.
/s/ Anthony J. Fant
----------------------------------------
Anthony J. Fant
Exhibit (a) (22)
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
FANT URGES HEI BOARD TO HOLD SPECIAL MEETING PROMPTY
NEW YORK, NEW YORK - May 20, 1998 - In a letter to the Board of Directors of
HEI, Inc. (Nasdaq: HEII) of Victoria, Minnesota, Anthony J. Fant urged the
Board to promptly hold the special meeting of shareholders that he demanded
nearly two weeks ago. The Board has failed so far to call the special meeting
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.
"We want to consummate the offer now," Mr. Fant said. "We see a window of
opportunity to initiate growth now," he added. "We urge the Board to end its
campaign of delay. Stop standing in the way of the shareholders' ability to
have their say and make their choice. Hold the special meeting now and let
them decide."
Mr. Fant's letter urges the Board to hold the special meeting in early June
and not push it back to the last permissible date.
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.
