0001144204-11-029722.txt : 20110516 0001144204-11-029722.hdr.sgml : 20110516 20110516134148 ACCESSION NUMBER: 0001144204-11-029722 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110513 FILED AS OF DATE: 20110516 DATE AS OF CHANGE: 20110516 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SONOMAWEST HOLDINGS INC CENTRAL INDEX KEY: 0000102588 STANDARD INDUSTRIAL CLASSIFICATION: LESSORS OF REAL PROPERTY, NEC [6519] IRS NUMBER: 941069729 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 2064 HIGHWAY 116 NORTH CITY: SEBASTOPOL STATE: CA ZIP: 95472 BUSINESS PHONE: 707-824-2534 MAIL ADDRESS: STREET 1: 2064 HIGHWAY 116 NORTH CITY: SEBASTOPOL STATE: CA ZIP: 95472 FORMER COMPANY: FORMER CONFORMED NAME: VACU DRY CO DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: STAPLETON CRAIG R CENTRAL INDEX KEY: 0001207106 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-01912 FILM NUMBER: 11845305 MAIL ADDRESS: STREET 1: 135 E. PUTNAM AVE CITY: GREENWICH STATE: CT ZIP: 06830 4/A 1 v222815_ex.xml X0303 4/A 2011-05-13 2011-05-04 0 0000102588 SONOMAWEST HOLDINGS INC SWHI 0001207106 STAPLETON CRAIG R 135 EAST PUTNAM AVENUE GREENWICH CT 06830 1 1 1 0 See Remarks Common Stock 2011-05-02 4 J 0 180873 10.05 A 445908 I See footnotes Common Stock 2011-05-06 4 J 0 27192 10.05 A 473100 I See footnotes On April 1, 2011, Stapleton Acquisition Company ("SAC") commenced a tender offer for all of the outstanding shares of Common Stock of the Issuer (the "Shares") at a price of $10.05 per Share in cash (the "Offer"). The initial offering period for the Offer expired at 5:00 p.m., New York City time, on April 29, 2011. SAC provided a subsequent offering period, which commenced on May 2, 2011 and which expired at 5:00 p.m., New York City time, on May 6, 2011. On May 13, 2011, the depositary for the Offer informed SAC that the depositary had overstated the aggregate number of Shares tendered in the initial offering period by a total of 50 Shares. This amendment is filed to reflect the correct pecuniary interest of the Reporting Person in the number of Shares accepted by SAC on May 2, 2011 (Footnote 1 continued) following the initial offering period and the correct pecuniary interest of the Reporting Person in the total number of Shares beneficially owned by SAC following the expiration of the subsequent offering period. In connection with the Offer and pursuant to that certain Contribution and Subscription Agreement entered into by and between SAC and the Reporting Person (the "Contribution Agreement"), the Reporting Person acquired approximately 44% of the equity interests of SAC and the beneficial ownership of the Shares previously held by him changed from direct to indirect. Accordingly, the Reporting Person has a pecuniary interest in and indirectly beneficially owns approximately 180,873 of the Shares tendered during the initial offering period, approximately 27,192 of the Shares tendered during the subsequent offering period and approximately 473,100 of the total Shares owned by SAC. President, Chief Executive Officer and Chief Financial Officer /s/ Craig R. Stapleton 2011-05-16