Case Study: The Sale of Oregon's Winderlea Vineyard & Winery

CLIENT

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Winderlea Vineyard and Winery stands on one of the oldest and most storied vineyard sites in the Willamette Valley. Nestled on Worden Hill, among the most celebrated fine wine grape-growing areas in Oregon, the estate's 16.43 acres of Demeter Certified Biodynamic® Pinot Noir trace their roots back more than half a century, when the Bauers family first planted vines at the encouragement of pioneer winemaker Dick Erath.

In 2006, after successful careers in financial services, husband and wife Bill Sweat and Donna Morris acquired the property from former Oregon Governor Neil Goldschmidt and produced Winderlea's inaugural vintage that same year. From the beginning, this historic vineyard has been the soul of the brand.

Determined to honor the land, Donna and Bill commissioned architect Ernest Munch to design a winery and visitor facility that would tread lightly on the earth while embracing the site's breathtaking views. The award-winning, LEED-standard building welcomed its first guests in 2008, pioneering one of the region's earliest food-forward hospitality programs and helping establish Worden Hill as one of the Willamette Valley's most visited destinations.

Sustainability has guided every decision since day one. The couple transitioned to organic farming immediately upon acquisition and adopted Biodynamic® practices in 2009, earning both Demeter Biodynamic and B Corp certification by 2015. Solar panels and solar hot water were integrated into the original construction; in 2022, the system nearly tripled in capacity and now generates enough electricity to power the entire operation. Winderlea also became the first Oregon winery to install an EV charger.

Today, Winderlea is a soulful brand celebrated for beautifully crafted wines that are sought after locally and through distribution nationwide. As a Certified B Corporation with certified Biodynamic vineyards, the winery stands as a testament to Donna and Bill's unwavering commitment to quality, transparency, and environmental stewardship.

CHALLENGE

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Winderlea Vineyard and Winery was born from a deep love of great Pinot Noirs, and several Pinot Noirs specifically grown on what is now Winderlea Vineyard were amongst Donna and Bill’s favorites in the world. Bill and Donna created the winery to produce wines of place and passion. In that pursuit, they became respected members and leaders of the Willamette Valley wine community, serving on the boards of the Willamette Valley Wine Foundation, ¡Salud!, Oregon Pinot Camp, Oregon Wine Board, Oregon Winegrowers Association, Dundee Hills Winegrowers Association, and World Oregon. Viewing themselves as stewards of the storied vineyard, they earned Biodynamic certification for their estate vineyards and B-Corp status for their operations. Part of their commitment to the sustainability of their site and the region as a whole, they chose to focus their hospitality operations in the scenic location of their vineyards and the more resource-intensive production activities to their shared winery space in McMinnville, where they could take advantage of city water, sewer, and power.

Donna and Bill built a business deeply informed and animated by their values. Having production separate from vineyard and hospitality was one choice that several buyers, especially European buyers, found difficult to overcome. Donna and Bill’s significant leadership in the industry and how tightly the Winderlea brand was associated with them as individuals created large shoes to fill, The challenge was to find a buyer who shared their values, agreed with their choices, and would continue to honor Winderlea's commitment to sustainability and community and recognize the value of a winery operation that leverages the benefits of both farmland and commercial infrastructure who also had the skill and confidence to carry the business forward.

Metis needed to find a buyer with the capital, expertise, and strategic resources to build on Bill and Donna's legacy and propel Winderlea forward while maintaining the heart of what made the winery special.

PROCESS

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Metis developed a diverse pool of prospective buyers comprised of regional, national, and international strategic operators, financial entities, and entrepreneurs who would be interested in continuing and building upon the Winderlea business platform. However, the timing of the initial marketing phase aligned with the downturn in the wine market, bringing buyer hesitance that caused investment parameters to shift rapidly as Metis engaged prospects.

Given Bill and Donna's active leadership in the Oregon wine industry and Winderlea being in one of the most sought-after and close-knit winery neighborhoods, maintaining complete confidentiality was particularly difficult, yet even more critical. Metis managed each buyer engagement with complete discretion, often arranging for buyer meetings at Bill and Donna's home and all winery visits after hours.

Early in the engagement, Metis spent considerable time with Bill and Donna analyzing their business and establishing various go-forward financial models, which proved invaluable for buyers to see Winderlea's significant growth potential. During the marketing process, Bill and Donna activated some of the recommendations Metis made, which helped them weather the industry downturn better than most.

As buyer appetites shifted, Metis diligently maintained communications with established buyers while working to cultivate additional prospects. Ultimately, what started as a friendly catch-up with a colleague led to engaging with a new buyer and learning more about their strategy, timeline, and investment criteria.

Metis knew Joth Ricci from his time as CEO of Adelsheim and his well-respected leadership at other significant companies like Jones Soda, Stumptown Coffee, and Dutch Bros. The Ricci Family was looking for an opportunity that aligned with their values—sustainability, strong company culture, commitment to the industry, and commitment to farming and winemaking. Joth's daughter, Anna, a fourth-generation Oregonian with an MBA from Oregon State University, planned to take the operational lead for the family. Metis discreetly presented Winderlea as one of a small number of opportunities that checked all their boxes.

Joth and his team knew Winderlea well, including having experience working with fruit from Winderlea Vineyard at Adelsheim. They knew Donna and Bill personally, with each party already having a warm affinity for the other. They made several individual incognito visits to the tasting room to get a feel for Winderlea's hospitality and take a deeper dive into the wines.

Once the Ricci family felt confident that the heart of Winderlea aligned with their values, Metis worked closely with the team to provide financial and operational information to craft and negotiate an accepted Letter of Intent. Throughout the extensive diligence process, Metis' team worked directly with The Ricci's operational, viticultural, and financial consultants.

Metis negotiated all aspects of the transaction and worked closely with the attorneys and teams on both sides, ensuring a smooth and collaborative transaction that closed on schedule, prior to the end of the 2025 calendar year.

OUTCOME

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The transaction closed successfully on New Year’s Eve, marking a seamless and poetic family-to-family transition that aligned with Winderlea's core values.

Donna and Bill have always considered themselves the current, temporary stewards of Winderlea Vineyard. They are delighted to have passed that stewardship on to a family with deeply shared values in the core of what they built on Worden Hill. Joth Ricci commented, "Bill and Donna have created something remarkable here that is expressed in the wines and woven into the way people connect with Winderlea. We're excited to build on what they've created and steward the winery with care in the years ahead."

All Winderlea team members were retained, ensuring continuity of the culture and expertise that make the brand special. Donna and Bill will work alongside the Ricci's team for the first quarter to ensure a seamless transition in all aspects of sales and operations. This structure allows them the freedom to step back and consider how to remain engaged with the Willamette Valley industry and community they helped build without the ownership of a winery or vineyard. They look forward to retirement from the business while continuing their service to the industry.

"As winery and vineyard owners with no heirs, our long-term business plan always included the sale of Winderlea. Our first careers taught us that the business cycle may not align with our exit strategy, so after about 15 years in business, we started to lay the groundwork for a sale. We started to investigate M&A firms and found the Metis team a strong fit based on their intimate knowledge of the wine industry, and the Pacific Northwest specifically, along with a diverse and global portfolio of buyers, and an honest and practical philosophy towards valuations, business readiness for sale, and partnership. Winderlea was built as a family business deeply committed to and known for its sustainable farming, winemaking, and community practices. Our ideal buyer was a family who shared our same ethos. Remarkably, Metis found that buyer in the Ricci family. In addition to identifying and cultivating potential buyers and successfully building a successful deal for each party, we have been impressed with the tools and support they have provided for our successful business transition. We could not imagine better partners than Metis as we completed this chapter of our legacy." 

 - Bill Sweat and Donna Morris, Founders of Winderlea Vineyard and Winery