SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Schedule TO
(Rule 14d-100)
TENDER OFFER STATEMENT UNDER SECTION 14(d)(1)
OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
Craftmade International, Inc.
(Name of Subject Company (Issuer))
Litex Acquisition #1, LLC
Litex Industries, Limited
(Name of Filing Persons (Offerors))
Common Stock, Par Value $.01 Per Share
(Including the Associated Series A Preferred Stock Purchase Rights)
(Title of Class of Securities)
22413E104
(CUSIP Number of Class of Securities)
John Mares
Manager, Secretary and Treasurer
Litex Acquisition #1, LLC
3401 West Trinity Boulevard
Grand Prairie, Texas 75050
(972) 871-4350
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications on Behalf of Filing Persons)
Copies to:
John C. Dickey, Esq.
Greenberg Traurig, LLP
2200 Ross Avenue, Suite 5200
Dallas, Texas 75201
(214) 665-3600
CALCULATION OF FILING FEE
Transaction Valuation(1) |
Amount of Filing Fee(2) |
|
---|---|---|
$29,000,000.00 | $2,068.00 | |
(Footnotes on following page)
Amount Previously Paid: | $2,068.00 | Filing Party: | Litex Acquisition #1, LLC | |||
Form or Registration No.: | SC TO | Date Filed: | March 2, 2010 |
Check the appropriate boxes below to designate any transactions to which the statement relates:
Check the following box if the filing is a final amendment reporting the results of the tender offer: o
(Footnotes from previous page)
This Amendment No. 1 to Schedule TO (this "Amendment No. 1") amends and supplements the Tender Offer Statement on Schedule TO filed with the Securities and Exchange Commission on March 2, 2010 ("Schedule TO") relating to the offer by Litex Acquisition #1, LLC ("Purchaser"), a wholly-owned subsidiary of Litex Industries, Limited ("Litex"), to purchase all issued and outstanding shares of the common stock, par value $0.01 per share (the "Common Stock", and together with the associated Series A Preferred stock purchase rights, the "Shares"), of Craftmade International, Inc., a Delaware corporation (the "Company"), at a price of $5.25 per Share, net to the seller in cash, without interest and subject to any required withholding of taxes, upon the terms and subject to the conditions set forth in the offer to purchase dated March 2, 2010 (the "Offer to Purchase") and in the related Letter of Transmittal as each may be amended or supplemented from time to time. This Amendment No. 1 is being filed on behalf of Litex and Purchaser.
The information set forth in the Schedule TO, including all exhibits and amendment thereto, is hereby incorporated by reference in answer to Items 1 through 13 of this Amendment No. 1, except as set forth below. You should read this Amendment No. 1 together with the Schedule TO. All capitalized terms used in this Amendment No 1 and not otherwise defined have the respective meanings ascribed to them in the Offer to Purchase.
Item 12 of the Schedule TO is hereby amended, supplemented and restated as follows:
Exhibit No. | Description | |
---|---|---|
(a)(1)(A) | Offer to Purchase dated March 2, 2010.* | |
(a)(1)(B) | Form of Letter of Transmittal.* | |
(a)(1)(C) | Form of Notice of Guaranteed Delivery.* | |
(a)(1)(D) | Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.* | |
(a)(1)(E) | Form of Letter to Clients for Use by Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.* | |
(a)(1)(F) | Guidelines for Certification of Taxpayer Identification Number on Substitute W-9.* | |
(a)(1)(G) | Summary Advertisement as published on March 2, 2010.* | |
(a)(5)(A) | Press Release issued by Litex Industries, Limited dated March 2, 2010 regarding the commencement of the Offer.* | |
(a)(5)(B) | Press Release issued by Litex Acquisition #1, LLC dated March 24, 2010 regarding tender offer. | |
(a)(5)(C) | Letter to Stockholders regarding tender offer dated March 24, 2010. | |
(b) | Not applicable. | |
(d) | Not applicable. | |
(g) | Not applicable. | |
(h) | Not applicable. |
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After due inquiry and to the best of their knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated March 24, 2010 |
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LITEX INDUSTRIES, LIMITED |
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By Libco International, LLC, its General Partner |
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By: |
/s/ John Mares |
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|
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Name: | John Mares | |||
Title: | Chief Financial Officer and Manager | |||
LITEX ACQUISITION #1, LLC |
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By: | /s/ John Mares | |||
|
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Name: | John Mares | |||
Title: | Manager, Secretary and Treasurer |
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Exhibit No. | Description | |
---|---|---|
(a)(1)(A) | Offer to Purchase dated March 2, 2010.* | |
(a)(1)(B) | Form of Letter of Transmittal.* | |
(a)(1)(C) | Form of Notice of Guaranteed Delivery.* | |
(a)(1)(D) | Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.* | |
(a)(1)(E) | Form of Letter to Clients for Use by Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees.* | |
(a)(1)(F) | Guidelines for Certification of Taxpayer Identification Number on Substitute W-9.* | |
(a)(1)(G) | Summary Advertisement as published on March 2, 2010.* | |
(a)(5)(A) | Press Release issued by Litex Industries, Limited dated March 2, 2010 regarding the commencement of the Offer.* | |
(a)(5)(B) | Press Release issued by Litex Acquisition #1, LLC dated March 24, 2010 regarding tender offer. | |
(a)(5)(C) | Letter to Stockholders regarding tender offer dated March 24, 2010. | |
(b) | Not applicable. | |
(d) | Not applicable. | |
(g) | Not applicable. | |
(h) | Not applicable. |
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