-----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, Vx3jYIoI+K4Ni3HucLuA6cQTNDUrCD9dEJZVfxMqhJxl3jtfdk61165y48gtU3/D lmDgzGHgVB5PMO3SQyHLgw== 0000769993-98-000242.txt : 19981020 0000769993-98-000242.hdr.sgml : 19981020 ACCESSION NUMBER: 0000769993-98-000242 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19981019 SROS: AMEX SROS: CSX SROS: PHLX GROUP MEMBERS: GOLDMAN SACHS GROUP LP GROUP MEMBERS: GOLDMAN, SACHS & CO. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CALTON INC CENTRAL INDEX KEY: 0000717216 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 222433361 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-35449 FILM NUMBER: 98727610 BUSINESS ADDRESS: STREET 1: 500 CRAIG RD CITY: MANALAPAN STATE: NJ ZIP: 07726-8790 BUSINESS PHONE: 9087801800 MAIL ADDRESS: STREET 1: 500 CRAIG RD CITY: MANALAPAN STATE: NJ ZIP: 07726-8790 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GOLDMAN SACHS GROUP LP CENTRAL INDEX KEY: 0000904571 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 133501777 STATE OF INCORPORATION: NY FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 85 BROAD ST CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 2129021000 MAIL ADDRESS: STREET 1: 85 BROAD STREET CITY: NEW YORK STATE: NY ZIP: 10004 SC 13D/A 1 AMENDMENT NO. 4 TO SCHEDULE 13-D SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 Amendment No. 4 Calton, Inc. ----------------------------------------- (Name of Issuer) Common Stock, par value $0.01 per share ----------------------------------------- (Title of Class of Securities) 131380206 ----------------------------------------- (CUSIP Number) Hans-Linhard Reich, Esq. Goldman, Sachs & Co. 85 Broad Street New York, New York 10004 (212) 902-1000 -------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 12, 1998 ----------------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rules 13d-1(e), 13d-1(f) or 13d-1(g), check the following box: [ ] Page 1 of 9 pages - ------------------------ CUSIP NO. 131380206 - ------------------------ - -------------------------------------------------------------------------------- 1. Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Goldman, Sachs & Co. - -------------------------------------------------------------------------------- 2. Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] - -------------------------------------------------------------------------------- 3. SEC Use Only - -------------------------------------------------------------------------------- 4. Source of Funds WC - -------------------------------------------------------------------------------- 5. Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [X] - -------------------------------------------------------------------------------- 6. Citizenship or Place of Organization New York - -------------------------------------------------------------------------------- Number of 7. Sole Voting Power Shares Beneficially 0 Owned By ---------------------------- Each 8. Shared Voting Power Reporting Person With 654,500 ---------------------------- 9. Sole Dispositive Power 0 ---------------------------- 10. Shared Dispositive Power 654,500 ---------------------------- 11. Aggregate Amount Beneficially Owned by Each Reporting Person 654,500 - -------------------------------------------------------------------------------- 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares [ ] - -------------------------------------------------------------------------------- 13. Percent of Class Represented by Amount in Row (11) 2.4% - -------------------------------------------------------------------------------- 14. Type of Reporting Person BD-PN-IA - -------------------------------------------------------------------------------- Page 2 of 9 pages - ------------------------ CUSIP NO. 131380206 - ------------------------ - -------------------------------------------------------------------------------- 1. Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person The Goldman Sachs Group, L.P. - -------------------------------------------------------------------------------- 2. Check the Appropriate Box if a Member of a Group (a) [ ] (b) [ ] - -------------------------------------------------------------------------------- 3. SEC Use Only - -------------------------------------------------------------------------------- 4. Source of Funds AF - -------------------------------------------------------------------------------- 5. Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] - -------------------------------------------------------------------------------- 6. Citizenship or Place of Organization Delaware - -------------------------------------------------------------------------------- Number of 7. Sole Voting Power Shares Beneficially 0 Owned By ----------------------------- Each 8. Shared Voting Power Reporting Person With 654,500 ----------------------------- 9. Sole Dispositive Power 0 ----------------------------- 10. Shared Dispositive Power 654,500 ----------------------------- 11. Aggregate Amount Beneficially Owned by Each Reporting Person 654,500 - -------------------------------------------------------------------------------- 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares [ ] - -------------------------------------------------------------------------------- 13. Percent of Class Represented by Amount in Row (11) 2.4% - -------------------------------------------------------------------------------- 14. Type of Reporting Person HC-PN - -------------------------------------------------------------------------------- Page 3 of 9 pages AMENDMENT NO. 4 TO SCHEDULE 13D RELATING TO THE COMMON STOCK OF CALTON, INC. Goldman, Sachs & Co. ("Goldman Sachs") and The Goldman Sachs Group, L.P. ("GS Group", and together with Goldman Sachs, the "Filing Persons")/1/ hereby amend the statement on Schedule 13D filed with respect to the common stock, par value $.01 per share (the "Common Stock"), of Calton, Inc., a New Jersey corporation (the "Company"), as most recently amended by Amendment No. 3 thereto filed May 5, 1995 (as amended, the "Schedule 13D"). Unless otherwise indicated, all capitalized terms used but not defined herein shall have the same meaning ascribed to them in the Schedule 13D. This Amendment No. 4 is being filed to report a decrease in the percentage of the outstanding shares of Common Stock which may be deemed to be beneficially owned by the Filing Persons which change was as a result of an increase in the number of shares of Common Stock reported to be outstanding by the Company in its most recent Quarterly Report on Form 10-Q for the quarter ended August 31, 1998 (the "Company's 10-Q"), relative to the number of shares of Common Stock reported to be outstanding by the Company in its Quarterly Report on Form 10-Q for the quarter ended February 28, 1995, and by a decrease in the number of shares of Common Stock held by Goldman Sachs. As of October 12, 1998, as a result of the foregoing, the Filing Persons ceased to be beneficial owners of more than five percent of the Common Stock of the Company. - ------------------ /1/Neither the present filing nor anything contained herein shall be construed as an admission that any Filing Person constitutes a "person" for any purposes other than Section 13(d) of the Securities Exchange Act of 1934. Page 4 of 9 pages Item 1 is hereby amended and restated as follows: Item 1. Security and Issuer ------------------- This Amendment No. 4 to the Statement on Schedule 13D relates to the Common Stock of the Company. The principal executive offices of the Company are located at 500 Craig Road, Manalapan, New Jersey 07726-8790. Item 2 is hereby amended and restated as follows: Item 2. Identity and Background ----------------------- As of October 16, 1998, Goldman Sachs beneficially owned, and GS Group may be deemed to have beneficially owned, 654,500 shares of Common Stock through Goldman Sachs. Goldman Sachs, a New York limited partnership, is an investment banking firm and a member of the New York Stock Exchange, Inc. and other national exchanges. GS Group, one of the general partners of Goldman Sachs, owns a 99% interest in Goldman Sachs. GS Group is a Delaware limited partnership and a holding partnership that (directly and indirectly through subsidiaries or affiliated companies or both) is a leading investment banking organization. The other general partner of Goldman Sachs is The Goldman, Sachs & Co. L.L.C., a Delaware limited liability company ("GS L.L.C."), which is a wholly owned subsidiary of GS Group and The Goldman Sachs Corporation, a Delaware corporation ("GS Corp."). GS Corp. is the sole general partner of GS Group. The principal business address of each of Goldman Sachs, GS Group, GS Corp. and GS L.L.C. is 85 Broad Street, New York, New York 10004. The name, business address, present principal occupation or employment and citizenship of each director and of each member of the executive committee of GS Corp. and GS L.L.C. and of each member of the executive committee of GS Group and Goldman Sachs are set forth in in the amended Schedule I hereto, to read in its entirety as attached hereto, and are incorporated herein by reference. During the last five years, none of the Filing Persons, or, to the knowledge of each of the Filing Persons, any of the persons listed on Schedule I hereto, (i) has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) except as set forth in Schedule III to this Schedule 13D, has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws, or finding any violation with respect to such laws. Item 3 is hereby amended as follows: Item 3. Source and Amount of Funds or Other Consideration ------------------------------------------------- Schedule IV hereto sets forth transactions in the Common Stock which have been effected during the period from August 13, 1998 through October 16, 1998. There were no shares of Common Stock purchased by the Filing Persons during this period. Page 5 of 9 pages Item 5 is hereby amended as follows: Item 5. Interest in Securities of the Issuer ------------------------------------ (a) As of October 16, 1998, Goldman Sachs beneficially owned, and GS Group may be deemed to have beneficially owned, an aggregate of 654,500 shares of Common Stock, representing in the aggregate approximately 2.4% of the Common Stock reported to be outstanding as of September 30, 1998 in the Company's 10-Q. None of the Filing Persons or, to the knowledge of any of the Filing Persons, any of the persons listed on Schedule I hereto, beneficially owns any shares of Common Stock as of October 16, 1998 other than as set forth herein. (c) Schedule IV sets forth transactions in the Common Stock which have been effected during the period from August 13, 1998 through October 16, 1998. The transactions in the Common Stock, described in Schedule IV, were effected by Goldman Sachs on the American Stock Exchange. Except as set forth on Schedule IV, no transactions in the Common Stock were effected by Filing Persons, or, to the knowledge of any of the Filing Persons, any of the persons listed on Schedule I hereto, during the period from August 13, 1998 through October 16, 1998. (d) Except for clients of Goldman Sachs who may have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any shares of Common Stock held in Managed Accounts, no other person is known by any Filing Person to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any shares of Common Stock beneficially owned by the Filing Persons. (e) As of October 16, 1998, each of the Filing Persons had ceased to be the beneficial owner of more than five percent of the Common Stock. Page 6 of 9 pages SIGNATURE --------- 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. Dated: October 19, 1998 GOLDMAN, SACHS & CO. By:/s/ Hans-Linhard Reich --------------------------- Name: Hans-Linhard Reich Title: Attorney-in-fact THE GOLDMAN SACHS GROUP, L.P. By:/s/ Hans-Linhard Reich --------------------------- Name: Hans-Linhard Reich Title: Attorney-in-fact Page 7 of 9 pages SCHEDULE I ---------- The name of each director of The Goldman Sachs Corporation and The Goldman, Sachs & Co. L.L.C. and of each member of the executive committees of The Goldman Sachs Corporation, The Goldman Sachs & Co. L.L.C., The Goldman Sachs Group, L.P. and Goldman, Sachs & Co. is set forth below. The business address of each person listed below except John L. Thornton is 85 Broad Street, New York, NY 10004. The business address of John L. Thornton is 133 Fleet Street, London EC4A 2BB, England. Each person is a citizen of the United States of America. The present principal occupation or employment of each of the listed persons is as a managing director of Goldman, Sachs & Co. or another Goldman Sachs operating entity and as a member of the executive committee. Jon Z. Corzine Henry M. Paulson, Jr. Roy J. Zuckerberg Robert J. Hurst John A. Thain John L. Thornton Page 8 of 9 pages SCHEDULE IV ----------- Calton, Inc. Cusip No. 131380206
Purchases Sales Price Trade Date Settlement Date - -------------------------------------------------------------------------------- 60,300 7/8 2-Oct-98 7-Oct-98 100,000 7/8 2-Oct-98 7-Oct-98 54,800 13/16 7-Oct-98 13-Oct-98 50,000 3/4 12-Oct-98 15-Oct-98 50,000 3/4 13-Oct-98 16-Oct-98 50,000 3/4 13-Oct-98 16-Oct-98 10,000 3/4 14-Oct-98 19-Oct-98 315,000 3/4 15-Oct-98 20-Oct-98 Page 9 of 9 pages
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