CONSTELLATION BRANDS, INC. (NYSE:STZ) Files An 8-K Results of Operations and Financial Condition

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CONSTELLATION BRANDS, INC. (NYSE:STZ) Files An 8-K Results of Operations and Financial Condition

Item 2.02

Results of Operations and Financial Condition.
On June 29, 2017, Constellation Brands, Inc. (Constellation or
the Company), a Delaware corporation, issued a news release (the
release) announcing its financial condition and results of
operations as of and for the first quarter>ended May 31, 2017.
A copy of the release is attached hereto as Exhibit 99.1 and
incorporated herein by reference. The projections constituting
the guidance included in the release involve risks and
uncertainties, the outcome of which cannot be foreseen at this
time; therefore, actual results may vary materially from these
forecasts. In this regard, see the information included in the
release under the caption Forward-Looking Statements.
The information in the release is furnished and not filed for
purposes of Section 18 of the Securities Exchange Act of 1934,
and is not otherwise subject to the liabilities of that section.
Such information may be incorporated by reference in another
filing under the Securities Exchange Act of 1934 or the
Securities Act of 1933 only if and to the extent such subsequent
filing specifically references the information incorporated by
reference herein.
The release contains non-GAAP financial measures; in the release
these are referred to as comparable or organic measures. For
purposes of Regulation G, a non-GAAP financial measure is a
numerical measure of a registrants historical or future financial
performance, financial position or cash flows that excludes
amounts, or is subject to adjustments that have the effect of
excluding amounts, that are included in the most directly
comparable measure calculated and presented in accordance with
GAAP in the statement of income, balance sheet or statement of
cash flows (or equivalent statements) of the issuer; or includes
amounts, or is subject to adjustments that have the effect of
including amounts, that are excluded from the most directly
comparable measure so calculated and presented. In this regard,
GAAP refers to generally accepted accounting principles in the
United States. to the requirements of Regulation G, the Company
has provided reconciliations within the release of the non-GAAP
financial measures to the most directly comparable GAAP financial
measures.
Comparable measures and organic net sales measures are provided
because management uses this information in monitoring and
evaluating the results and underlying business trends of the core
operations of the Company and/or in internal goal setting. In
addition, the Company believes this information provides
investors better insight on underlying business trends and
results in order to evaluate year-over-year financial
performance. As such, the following items, including any related
income tax effect, are excluded from comparable results, when
appropriate: flow through of inventory step-up associated with
acquisitions; net gain (loss) on the mark to fair value of
undesignated commodity derivative contracts; settlements of
undesignated commodity derivative contracts; transaction,
integration and other related costs recognized in connection with
acquisitions; impairments of certain intangible and other assets;
net gain and/or net costs in connection with the divestiture of
the Canadian wine business and related activities; restructuring
and related charges; certain other selling, general and
administrative costs; and loss on write-off of debt issuance
costs. The Company acquired The Prisoner Wine Company portfolio
of brands and related assets (Prisoner) on April 29, 2016. The
Company acquired all of the issued and outstanding common and
preferred membership interests of High West Holdings, LLC (High
West) on October 14, 2016. The Company acquired the Charles Smith
Wines, LLC collection of five super and ultra-premium wine brands
and related assets (Charles Smith) on October 19, 2016. The
Company sold its Canadian wine business on December 17, 2016 (the
Canadian Divestiture). Accordingly, during the indicated periods,
organic net sales measures exclude the net sales of products of
Prisoner, High West, Charles Smith and the Canadian Divestiture,
as appropriate.
Item 7.01
Regulation FD Disclosure.
On June 29, 2017, Constellation issued a news release, a copy of
which release is furnished herewith as Exhibit 99.1 and is
incorporated herein by reference.
In addition, on June 28, 2017, the Board of Directors of
Constellation Brands, Inc. declared a quarterly cash dividend in
the amount of $0.52 per issued and outstanding share of the
Companys Class A Common Stock, $0.47 per issued and outstanding
share of the Companys Class B Common Stock and $0.47 per issued
and outstanding share of the Companys Class 1 Common Stock, in
each case payable on August 23, 2017, to stockholders of record
of each respective class as of the close of business on August 9,
2017.
References to Constellations website in the release do not
incorporate by reference the information on such website into
this Current Report on Form 8-K and Constellation disclaims any
such incorporation by reference. The information in the news
release attached as Exhibit 99.1 is incorporated by reference
into this Item 7.01 in satisfaction of the public disclosure
requirements of Regulation FD. This information is furnished and
not filed for purposes of Section 18 of the Securities Exchange
Act of 1934, and is not otherwise subject to the liabilities of
that section. Such information may be incorporated by reference
in another filing under the Securities Exchange Act of 1934 or
the Securities Act of 1933 only if and to the extent such
subsequent filing specifically references the information
incorporated by reference herein.
Item 9.01
Financial Statements and Exhibits.
(d)
Exhibits.
The following exhibit is furnished as part of this Current Report
on Form 8-K:
Exhibit No.
Description
99.1
News Release of Constellation Brands, Inc. dated June
29, 2017.



CONSTELLATION BRANDS, INC. Exhibit
EX-99.1 2 stzex_99-1.htm EXHIBIT 99.1 Exhibit Exhibit 99.1NEWS RELEASECONTACTS  MediaMike McGrew: 773-251-4934Amy Martin: 585-678-7141 Investor RelationsPatty Yahn-Urlaub: 585-678-7483Bob Czudak: 585-678-7170Constellation Brands ReportsFirst Quarter Fiscal 2018 Results•Achieves reported basis EPS of $2.00 and comparable basis EPS of $2.34,…
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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.