SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
---------------------------
SCHEDULE TO
Tender Offer Statement Under Section 14(d)(1) or 13(e)(1)
of the Securities Exchange Act of 1934
---------------------------
CALTON INC.
(Name of Subject Company)
---------------------------
EQUILINK CAPITAL PARTNERS LLC
(Names of Filing Persons -- Offerors)
---------------------------
Common Stock, $.05 Par Value 13138 05 03
(Title of Class of Securities) (CUSIP Number of Class of Securities)
ROBERT DEPALO
CHAIRMAN & CEO
EQUILINK CAPITAL PARTNERS LLC
488 MADISON AVENUE
NEW YORK, NEW YORK 10022
(212) 755-4040
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications on Behalf of Filing Person)
COPIES TO:
ANDREW J. BECK, ESQ.
TORYS
237 PARK AVENUE
NEW YORK, NEW YORK 10017
(212) 880-6000
CALCULATION OF FILING FEE
TRANSACTION VALUATION* AMOUNT OF FILING FEE
---------------------- --------------------
________
* Set forth the amount on which the fling fee is calculated and state how it
was determined
[ ] Check the box if any part of the fee is offset as provided by Rule
0-11(a)(2) and identify the filing with which the offsetting fee was
previously paid. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
Amount Previously Paid: Filing Party:
-------------------- ------------------
Form or Registration No.: Date Filed:
------------------ --------------------
[X] Check the box if the filing relates solely to preliminary communication
made before the commencement of a tender offer.
Check the appropriate boxes below to designate any transactions to which the
statement relates:
[ ] third-party tender offer subject to Rule 14d-1.
[ ] issuer tender offer subject to Rule 13e-4.
[ ] going-private transaction subject to Rule 13e-3.
[ ] amendment to Schedule 13D under Rule 13d-2.
Check the following box if the filing is a final amendment reporting the results
of the tender offer: [ ]
- --------------------------------------------------------------------------------
Equilink Capital Partners LLC. Announces Its Intention to commence a tender
offer for all the outstanding shares of Calton Inc. (AMEX: CN) (not to exceed
4,385,000 shares) at a purchase price of $5.50 per share in cash.
NEW YORK--May 11, 2001---Equilink Capital Partners, LLC., announced today that
it had notified Calton Inc. (AMEX: CN), of its intention to tender for all of
the outstanding shares of Calton at $5.50 per share in cash net to the
shareholders.
Equilink believes that this offer will provide a substantial premium over the
current market price of the Common Stock for the shareholders of Calton.
Equilink's notice to Calton provided in relevant part:
" Equilink is concerned about numerous decisions made by the management of
Calton Inc., including investments and/or loans made to "eCalton",
"PrivilegeONE" and "IGP". In order to avoid a further decline in shareholder
value, Equilink intends to commence a tender offer for all the outstanding
shares of Common Stock of Calton Inc. at a purchase price of $5.50 per share in
cash. The tender offer will be subject to various conditions, including
redemption of Calton's "poison pill", standard due diligence, cooperation of
Calton's management, which will include but not be limited to making the books
of Calton available for review, inspection of all equipment, fixtures and other
assets, the cancellation of any and all unexercised below market options held by
management, confirmation that the company has maintained unencumbered the amount
of cash shown in the company's financial statements as of February 28, 2001
contained in its most recent Quarterly Report on Form 10-Q, the obtaining of all
required regulatory approvals and other standard conditions. Equilink believes
that this tender offer will provide a substantial premium over the current
market price of the Common Stock for the shareholders of Calton."
The tender offer described in this announcement for the outstanding shares of
Calton has not yet commenced, and this announcement is neither an offer to
purchase nor a solicitation of an offer to sell securities. The tender offer
will be made only through the Offer to Purchase and the related Letter of
Transmittal. We urge investors and security holders to read the following
documents, when they become available, regarding the tender offer, because they
will contain important information:
- Equilink's Tender Offer Statement on Schedule TO including the Offer
to Purchase, Letter of Transmittal and Notice of Guaranteed Delivery
- Calton's Solicitation/Recommendation Statement on Schedule 14D-9.
These documents and amendments to these documents will be filed with the United
States Securities and Exchange Commission when the tender offer commences. When
these and other documents are filed with the SEC, they
may be obtained free at the SEC's web site at www.sec.gov. You may also obtain
for free each of these documents (when available) from the Information Agent for
the offer, to be announced.
Contact: Evan Harrison Berger, General Counsel
Equilink Capital Partners LLC
(212) 755-4040