SONOMAWEST HOLDINGS INC 4/A
4/A · SONOMAWEST HOLDINGS INC · Filed May 16, 2011
Insider Transaction Report
Form 4/AAmended
STAPLETON CRAIG R
10% Owner
Transactions
- Other
Common Stock
2011-05-06$10.05/sh+27,192$273,280→ 473,100 total(indirect: See footnotes) - Other
Common Stock
2011-05-02$10.05/sh+180,873$1,817,774→ 445,908 total(indirect: See footnotes)
Footnotes (2)
- [F1]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
- [F2](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.