EXHIBIT (A)(6)
SONOMAWEST
HOLDINGS, INC.
1448 Industrial Avenue o Sebastopol, CA 95472-4848
Ph: 707 824-2548 o Fax: 707 824-2545
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January 8, 2001
To SonomaWest Holdings' Shareholders:
We previously announced our intention to offer to purchase up to 375,000
shares of SonomaWest Holdings, Inc. stock from shareholders at $8.00 per share.
Enclosed are the documents necessary for you to tender your shares in this
offer. While the materials are self-explanatory and you should READ EVERYTHING
before you make a decision, following is a summary of the offer.
Until February 15, 2001 we will purchase up to 375,000 shares of our stock
at $8.00 per share. Unless the offer is extended, payment will be made on
February 19, 2001. We reserve the right to increase the number of shares
repurchased and extend the closing date of the offer. If more than 375,000
shares are tendered we will accept 100% of all odd lots tendered (less than 100
shares) and prorate all others (100 shares or greater). You will receive the
full $8.00 on all tendered shares accepted by us without any brokerage
commission; however, your broker may assess a fee for handling any shares in
"street name".
Many SonomaWest shareholders purchased their shares when the Company was
known as Vacu-dry Company and operated in a totally different line of business.
Until mid-1999, Vacu-dry primarily was an industrial specialty drier of fruits.
During our fiscal 2000 year ended June 30, 2000, we sold the core processed
apple ingredients lines of business, sold our retail organic packaged foods
division and discontinued or sold all other operations. Since then we have
become a lessor of real estate (our former operations facilities) and committed
$3 million to a venture capital investment in a telecommunications company that
owns PCS (Personal Communication Service) licenses.
We are making the tender offer because we feel it is in the best interests
of the shareholders. SonomaWest has radically altered what it does. We have
historically had low "float" (the number of shares actively traded) and a
relatively large bid-ask spread. Until we announced on November 8, 2000 that we
were considering a stock repurchase program, our stock usually traded in a range
of $5.25 to $6.375 per share, less than some of us felt the Company was worth.
This tender offer presents an opportunity for you to sell your shares in this
changed company without commissions. Neither the Board of Directors nor the
Company is making a recommendation to you as to whether or not you should tender
any or all of your shares.
We have truly appreciated your confidence and support during this period of
transition.
Sincerely,
Gary L. Hess
President and Chief Executive Officer
