OEA INC /DE/
8-K, 2000-04-06
MOTOR VEHICLE PARTS & ACCESSORIES
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT

                     PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934



         Date of Report (Date of earliest event reported): APRIL 6, 2000
                                                           -------------


                                    OEA, INC.
                         ------------------------------
             (Exact name of registrant as specified in its charter)



            DELAWARE                  1-6711                    36-2362379
   --------------------------------------------------------------------------
  (State or other jurisdiction      (Commission                (IRS Employee
        of incorporation)          File Number)             Identification No.)



    34501 EAST QUINCY AVENUE, DENVER, COLORADO                80250
  --------------------------------------------------------------------------
    (Address of principal executive offices)                (Zip Code)



       Registrant's telephone number, including area code: (303) 693-1248
                                                           --------------



       (Former name or former address, if changed since last report): N/A
                                                                      ---



<PAGE>



ITEM 5.     OTHER EVENTS.

            On April 6, 2000, OEA, Inc. (the "Company") announced that the
waiting period applicable to the purchase of the outstanding common shares of
the Company by Autoliv, Inc. under the Hart-Scott-Rodino Antitrust Improvement
Act of 1976 expired on April 5, 2000. A Press Release with respect to this
matter is included as Exhibit 99.1 hereto and is incorporated herein in its
entirety by reference.

ITEM 7(c).  EXHIBITS.

  99.1      Press Release dated April 6, 2000.


                                       -2-


<PAGE>


            Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                                       OEA, INC.



Date:  April 6, 2000                   By:  /s/ J. THOMPSON MCCONATHY
                                          -------------------------------------
                                          J. Thompson McConathy
                                          Vice President, Finance


                                       -3-





FOR IMMEDIATE RELEASE:                                                    NEWS
April 6, 2000                                                         NYSE-OEA


           OEA ANNOUNCES HART-SCOTT-RODINO WAITING PERIOD HAS EXPIRED


DENVER, Colorado - OEA, Inc. (NYSE-OEA) today announced that the waiting period
applicable to Autoliv's purchase of the outstanding common shares of OEA, Inc.
under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 expired on
April 5, 2000.

The expiration of the waiting period satisfies one of the conditions of the
Autoliv offer to purchase OEA shares scheduled to expire at 12:00 midnight, New
York City time, on April 24, 2000. The offer is subject to other conditions as
outlined in the Form TO and Form 14D-9 filings dated March 24, 2000.

OEA is the technology leader and a major manufacturer in the air bag inflator
and initiator industry. The Company is also a leader in the design and
manufacture of personnel escape systems for military aircraft and
high-reliability devices for missile and aerospace applications.

Contacts:
OEA Investor Relations                         Pfeiffer Public Relations, Inc.
John E. Banko                                                     Jay Pfeiffer
303-693-1248                                                      303-393-7044
                                                     email: [email protected]




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