-----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, D2fQwG1LkKFdwJwj98cVuQcgtEvCvtWobXsbMLNyCH2TTismzC7NkCjbpC9LxFO1 Y/Tv1KjBiFhyrCkcy5qYgw== 0001188112-06-001076.txt : 20060414 0001188112-06-001076.hdr.sgml : 20060414 20060414120957 ACCESSION NUMBER: 0001188112-06-001076 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060414 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060414 DATE AS OF CHANGE: 20060414 FILER: 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: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08846 FILM NUMBER: 06760076 BUSINESS ADDRESS: STREET 1: 2050 40TH AVENUE STREET 2: SUITE ONE CITY: VERO BEACH STATE: FL ZIP: 32960 BUSINESS PHONE: 7727941414 MAIL ADDRESS: STREET 1: 2050 40TH AVENUE STREET 2: SUITE ONE CITY: VERO BEACH STATE: FL ZIP: 32960 8-K 1 t8k-9887.txt 8-K UNITED STATES 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 14, 2006 CALTON, INC. (Exact name of registrant as specified in its charter) NEW JERSEY 1-8846 22-2433361 (State or other jurisdiction of (Commission (IRS Employer incorporation) File Number) Identification Number) 2050 40TH AVENUE, SUITE ONE VERO BEACH, FLORIDA 32960 (Address of principal executive offices, including zip code) Registrant's telephone number, including area code: (772) 794-1414 (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2 (b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240.13e-4 (c)) SECTION 2 - FINANCIAL INFORMATION ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION On April 14, 2006, we issued a news release to report our consolidated financial results for the three months ended February 28, 2006. A copy of the release is furnished as Exhibit 99.1 to this current report. The information furnished under Item 2.02 of this current report, including Exhibit 99.1 hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. SECTION 9. FINANCIAL STATEMENTS AND EXHIBITS ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits: Exhibit No. Description ----------- ----------- 99.1 News Release dated April 14, 2006, of Calton, Inc. Re: Consolidated Financial Results SIGNATURES 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 hereunto duly authorized. Calton, Inc. ------------------------------------- (Registrant) By: /s/ Laura A. Camisa ------------------------------------- Laura A. Camisa Chief Financial Officer and Treasurer Dated: April 14, 2006 EX-99.1 2 tex99_1-9887.txt EX-99.1 EXHIBIT 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE April 14, 2006 FOR FURTHER INFORMATION CONTACT: Anthony J. Caldarone Chairman, President and Chief Executive Officer Calton, Inc. (772) 794-1414 Company website: WWW.CALTONINC.COM CALTON, INC. REPORTS FIRST QUARTER 2006 RESULTS Vero Beach, Florida, April 14, 2006 - Calton, Inc. (OTC.BB: CTON.OB) announced today results for the three months ended February 28, 2006. Anthony J. Caldarone, Chairman, President and Chief Executive Officer, announced a net profit of $11,000 ($0.00 per basic and diluted share) for the quarter ended February 28, 2006, compared to a net profit of $38,000 ($0.00 per basic and diluted share) for the quarter ended February 28, 2005. Revenues for the three months ended February 28, 2006 and 2005 were $2,358,000 and $2,277,000, respectively. Revenues for the three months ended February 28, 2006 included $2,183,000 from the homebuilding operations and $175,000 from the website design and development operations. Revenues for the three months ended February 28, 2005 included $2,126,000 from the homebuilding operations and $151,000 for the website design and development operations. Cost of sales for the homebuilding operations were $1,548,000 for the three months ended February 28, 2006 and $1,612,000 for the three months ended February 28, 2005. Cost of sales for the website design and development operations were $104,000 for the three months ended February 28, 2006 and $70,000 for the three months ended February 28, 2005. Selling, general and administrative expenses were $678,000 for the three months ended February 28, 2006 compared to $624,000 for the three months ended February 28, 2005. During the quarter ended February 28, 2005, the Company received $71,000 in litigation settlements. The Company is currently constructing single-family homes in two separate communities, as well as on individual landowner parcels, in Vero Beach, Florida. Management continues to assess land acquisition opportunities and to negotiate with various landowners, brokers and agents to expand its operations and to create a more diversified product offering. Page 1 of 2
CALTON, INC. (OTC.BB: CTON.OB) Three Months Ended February 28, ------------------------------------ 2006 2005 ----------------- ----------------- Revenues $2,358,000 $2,277,000 ================= ================= Net Profit $11,000 $38,000 ================= ================= Earnings Per Share Basic and Diluted $0.00 $0.00 ================= ================= Weighted Average Number of Shares Outstanding Basic 9,498,000 9,373,000 Diluted 9,664,000 9,373,000
- -------------------------------------------------------------------------------- Certain information included in this press release and Company filings (collectively, "SEC filings") under the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended (as well as information communicated orally or in writing between the dates of such SEC filings) contains or may contain forward looking information that is subject to certain risks, trends and uncertainties that could cause actual results to differ materially from expected results. Among these risks, trends and uncertainties are the Company's ability to raise capital, commercial acceptance of the Company's co-branded customer loyalty credit card program, national and local economic conditions, including conditions in the residential homebuilding industry, conditions and trends in the homebuilding, Internet and technology industries in general, changes in interest rates, the Company's ability to acquire property for development, the impact of severe weather on the Company's homebuilding operations, the effect of governmental regulation on the Company and other factors described from time to time in our filings with the Securities and Exchange Commission. - -------------------------------------------------------------------------------- ### Page 2 of 2
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