-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QwAtYvHFr2lu5TQTK+/e+Gewz4wx+47+cD+SvCkHbQvJHvIdCOqalOEkNh9vG0Ds bpUP01FGwJzCUiYSWcBQ7Q== 0000905148-98-000917.txt : 19980511 0000905148-98-000917.hdr.sgml : 19980511 ACCESSION NUMBER: 0000905148-98-000917 CONFORMED SUBMISSION TYPE: DFAN14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980508 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HEI INC CENTRAL INDEX KEY: 0000351298 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 410944876 STATE OF INCORPORATION: MN FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: DFAN14A SEC ACT: SEC FILE NUMBER: 000-10078 FILM NUMBER: 98613385 BUSINESS ADDRESS: STREET 1: 1495 STEIGER LAKE LN STREET 2: P O BOX 5000 CITY: VICTORIA STATE: MN ZIP: 55386 BUSINESS PHONE: 6124432500 MAIL ADDRESS: STREET 1: P O BOX 5000 STREET 2: 1495 STEIGER LAKE LANE CITY: VICTORIA STATE: MN ZIP: 55386 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FANT INDUSTRIES INC CENTRAL INDEX KEY: 0001056852 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: AL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DFAN14A BUSINESS ADDRESS: STREET 1: 2154 HIGHLAND AVE CITY: BIRMINGHAM STATE: AL ZIP: 35205 BUSINESS PHONE: 2059331030 DFAN14A 1 SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant { } Filed by a Party other than the Registrant {x} Check the appropriate box: { } Preliminary Proxy Statement { } Confidential, for Use of the Commission Only (as permitted { } Definitive Proxy Statement by Rule 14a-6(e) (2)) {x} Definitive Additional Materials { } Soliciting Material Pursuant to Section 240.14a-11 or Section 240.14a-12 HEI, Inc. (Name of Registrant as Specified In Its Charter) FANT INDUSTRIES INC. (Name of Person(s) Filing Proxy Statement) 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. (1) Title of each class of securities to which transaction applies: -------------------------------------------------------- (2) Aggregate number of securities to which transaction applies: -------------------------------------------------------- (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined): -------------------------------------------------------- (4) Proposed maximum aggregate value of transaction: -------------------------------------------------------- (5) Total fee paid: -------------------------------------------------------- { } Fee paid previously with preliminary materials. { } Check box if any part of the fee is offset as provided by Exchange Act Rule 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 filing. (1) Amount Previously Paid: ------------------------------------------------------------------- (2) Form, Schedule or Registration Statement No.: ------------------------------------------------------------------- (3) Filing Party: ------------------------------------------------------------------- (4) Date Filed: ------------------------------------------------------------------- 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 DEMANDS SPECIAL MEETING OF HEI, INC. SHAREHOLDERS NEW YORK, NEW YORK - May 8, 1998 - Anthony J. Fant has demanded a special meeting of the shareholders of HEI, Inc. (Nasdaq: HEII) of Victoria, Minnesota. As an 18% shareholder of HEI, Mr. Fant has a state law right to require the Board of Directors to call this meeting. Mr. Fant stated that the purpose of the special meeting is to remove obstacles to his $8.00 per share cash tender offer and to put the Company on a path for growth. "Now it's time for all shareholders to demand their cash and new leadership," said Mr. Fant, "and we are urging each of them to sign and mail the green proxy cards right away." 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. "Speaking from a shareholder's perspective, I urge the Board to hold this meeting promptly. Let the shareholders have their $8.00 per share of cash now," said Mr. Fant. "We can't afford any games or delay tactics at the expense of the shareholders, and we certainly can't afford even another month of instability or excessive stock compensation," he added. 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. -----END PRIVACY-ENHANCED MESSAGE-----