CONSTELLATION BRANDS, INC. (NYSE:STZ) Files An 8-K Other Events

CONSTELLATION BRANDS, INC. (NYSE:STZ) Files An 8-K Other Events
Item 8.01

On July 24, 2019, Constellation Brands, Inc. (the “Company”) and certain subsidiary guarantors (the “Guarantors”) entered into an underwriting agreement (the “Underwriting Agreement”) with BofA Securities, Inc., Goldman Sachs & Co. LLC, and J.P. Morgan Securities LLC, for themselves and as representatives of the underwriters named therein (the “Underwriters”), for the sale by the Company of $800.0 million aggregate principal amount of 3.150% Senior Notes due 2029 (the “Notes”) for a public offering price of 99.957% of the principal amount of the notes. The purchase of the Notes by the Underwriters is scheduled to close on July 29, 2019, subject to customary closing conditions. The Company intends to use the net proceeds from this offering to redeem prior to maturity all of its outstanding 3.875% Senior Notes due 2019 in the aggregate principal amount of $400.0 million, plus a make-whole premium of approximately $1.1 million, and for general corporate purposes. Pending any such uses the Company will invest the net proceeds in short-term, interest-bearing instruments.

The Company has filed with the Securities and Exchange Commission a Prospectus dated May 2, 2017 and a Prospectus Supplement for the Notes dated July 24, 2019, each of which forms a part of the Company’s Registration Statement on Form S-3 (File No. 333-217584) (the “Registration Statement”) in connection with the public offering of the Notes. The Company is filing the item listed below as an exhibit to this Current Report on Form 8-K for the purpose of incorporating it as an exhibit to the Registration Statement.

In connection with the offering of the Notes, the legal opinion as to the legality of the Notes sold is being filed as Exhibit 5.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 8.01 and into the Registration Statement.

For the exhibits that are filed herewith, see the Index to Exhibits immediately following.

INDEX TO EXHIBITS

(23.1)   Consent of McDermott Will & Emery LLP (included in the legal opinion filed as Exhibit 5.1 to this Current Report on Form 8-K).

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CONSTELLATION BRANDS, INC. Exhibit
EX-1.1 2 d773450dex11.htm EX-1.1 EX-1.1 Exhibit 1.1 Execution Version Constellation Brands,…
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About CONSTELLATION BRANDS, INC. (NYSE:STZ)

Constellation Brands, Inc. is an international beverage alcohol company. The Company is a producer and marketer of beer, wine and spirits with operations in the United States, Canada, Mexico, New Zealand and Italy. Its segments include Beer, Wine and Spirits, and Corporate Operations and Other. It is a multi-category supplier (beer, wine and spirits) of beverage alcohol in the United States. It sells a number of brands in the import and craft beer categories, including Corona Extra, Corona Light, Modelo Especial, Ballast Point and others. It is a producer and marketer of wine, and sells a number of wine brands across various categories, including table wine, sparkling wine and dessert wine, and across all price points, such as popular, premium and luxury categories. Some of its wine and spirits brands sold in the United States, which comprise its U.S. Focus Brands (Focus Brands) include Meiomi, Robert Mondavi, Wild Horse and others.

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