-----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, ToJuNpGegUHMA0PSzRqSuFAkDtSEsXYfF2QoQXgtJIR6krZiwhArKUjQPraKeCkI 7mRDWVIO0JUMoNsqHHK62g== /in/edgar/work/0000912057-00-045316/0000912057-00-045316.txt : 20001023 0000912057-00-045316.hdr.sgml : 20001023 ACCESSION NUMBER: 0000912057-00-045316 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20001017 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20001020 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HEI INC CENTRAL INDEX KEY: 0000351298 STANDARD INDUSTRIAL CLASSIFICATION: [3674 ] IRS NUMBER: 410944876 STATE OF INCORPORATION: MN FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-10078 FILM NUMBER: 743083 BUSINESS ADDRESS: STREET 1: 1495 STEIGER LAKE LN STREET 2: P O BOX 5000 CITY: VICTORIA STATE: MN ZIP: 55386 BUSINESS PHONE: 9524432500 MAIL ADDRESS: STREET 1: P O BOX 5000 STREET 2: 1495 STEIGER LAKE LANE CITY: VICTORIA STATE: MN ZIP: 55386 8-K 1 a2028241z8-k.txt 8K_2993 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): OCTOBER 17, 2000 ---------------- HEI, INC. --------- (Exact Name of Registrant as Specified in Its Charter) MINNESOTA --------- (State or Other Jurisdiction of Incorporation) 0-10078 41-0944876 ------- ---------- (Commission File Number) (IRS Employer Identification No.) 1495 STEIGER LAKE LANE, VICTORIA, MINNESOTA 55386 - ------------------------------------------- ----- (Address of Principal Executive Offices) (Zip Code) 952-443-2500 ------------ (Registrant's Telephone Number, Including Area Code) N/A --- (Former Name or Former Address, if Changed Since Last Report) ITEM 5. OTHER EVENTS. HEI, Inc. issued a press release stating that it no longer intends to commence an exchange offer for Colorado MEDtech, Inc. The text of the press release is attached hereto as Exhibit 99.1. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits: 99.1 Press release, dated October 17, 2000. 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on behalf of the undersigned thereunto duly authorized. Dated: October 19, 2000 HEI, INC. By /s/ Anthony J. Fant ----------------------- Anthony J. Fant Chairman and Chief Executive Officer 3 INDEX TO EXHIBITS EXHIBIT NO. DESCRIPTION - ---------- ----------- 99.1 Press release, dated October 17, 2000 4 EX-99. 2 a2028241zex-99_.txt EX99-1_2993 EXHIBIT 99.1 NEWS RELEASE [LOGO] P. O. Box 5000 Victoria, Minnesota 55386 USA 952-443-2500 CONTACTS: FOR IMMEDIATE RELEASE Anthony J. Fant, CEO Donald R. Reynolds, President/COO Steve E. Tondera, CFO HEI, INC. ANNOUNCES IT NO LONGER INTENDS TO COMMENCE EXCHANGE OFFER MINNEAPOLIS, October 17, 2000 -- HEI, Inc. (Nasdaq: HEII, www.heii.com) today announced that it no longer intends to commence an exchange offer for Colorado MEDtech, Inc. (Nasdaq: CMED) or solicit proxies for the removal and replacement of the current CMED board. HEI cited negative market conditions, the announcement of legal claims that may be asserted against CMED, and the continued refusal of the CMED board to discuss a sale or other options to maximize shareholder value as being among the reasons for its decision. HEI also announced today that it has voluntarily dismissed its lawsuit against Colorado MEDtech and the CMED board of directors. The lawsuit has been discontinued without prejudice. "We considered the acquisition of CMED to be strategically appropriate for both companies, but only on terms that reflect their relative value," said Anthony Fant, Chairman and Chief Executive Officer of HEI, Inc. "Furthermore, the announcement that the former shareholder of CIVCO may assert claims in excess of $5 million dollars against Colorado MEDtech has caused us to step back and re-analyze the situation." "While we continue to assess our investment in CMED, we certainly do not preclude taking future action to maximize the value of that investment" added Mr. Fant. "Our business strategy and financial goals are unaffected by this decision," said Don Reynolds, President and Chief Operating Officer." "We are excited about our strategic growth plan and remain focused on building shareholder value." "We will continue to seek acquisitions that complement our technology and our strategic plan," Reynolds added. - -------------------------------------------------------------------------------- HEI, Inc., and Cross Technology, Inc., a wholly owned subsidiary of HEI, Inc., specialize in the custom design and manufacture of high performance, ultraminiature microelectronic devices and high-technology products incorporating those devices. HEI and Cross contribute to their customers' competitiveness in the hearing, medical, communications, wireless smart cards, other RF applications, and industrial markets through innovative design solutions and by the application of state-of-the art materials, processes and manufacturing capabilities. - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Headquarters and Microelectronics Division PO Box 5000, 1495 Steiger Lake Lane, Victoria, MN 55386 Mexico Division, Customer Service Center 777 East MacArthur Circle, Tucson, AZ 85714 High Density Interconnect Division 610 South Rockford Drive, Tempe, AZ 85281 Cross Technology, Inc. 1546 Lake Drive West, Chanhassen, MN 55317 - --------------------------------------------------------------------------------
FORWARD LOOKING INFORMATION INFORMATION IN THIS NEWS RELEASE, WHICH IS NOT HISTORICAL, INCLUDES FORWARD-LOOKING STATEMENTS MADE PURSUANT TO THE SAFE HARBOR PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. STATEMENTS CONTAINED IN THIS PRESS RELEASE INCLUDING EFFECTS OF ACQUISITIONS ON OUR STRATEGIC GROWTH AND FINANCIAL PLANS ARE FORWARD LOOKING STATEMENTS. ALL OF SUCH FORWARD-LOOKING STATEMENTS INVOLVE RISKS AND UNCERTAINTIES INCLUDING, WITHOUT LIMITATION, ADVERSE BUSINESS OR MARKET CONDITIONS, THE ABILITY OF HEI TO SECURE AND SATISFY CUSTOMERS, THE AVAILABILITY AND COST OF MATERIALS FROM HEI'S SUPPLIERS, ADVERSE COMPETITIVE DEVELOPMENTS, CHANGE IN OR CANCELLATION OF CUSTOMER REQUIREMENTS, AND OTHER RISKS DETAILED FROM TIME TO TIME IN HEI'S SEC FILINGS. -----END PRIVACY-ENHANCED MESSAGE-----