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Constellation Brands 8-K Report, Corporate Update (Jan 11, 2024)

Reports
Other Events·Exhibits & Filings
Filing Date
Filed January 11, 2024
Period End
January 11, 2024
Security
STZ
In the record · 2016–202610-K1110-Q338-K237

STZ filed 11 annual reports (10-K), 33 quarterly reports (10-Q) and 237 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Sep ’18Sep ’18
  2. Leadership change8-K · Oct ’20Oct ’20
  3. Leadership change8-K · Nov ’22Nov ’22
  4. Material agreement8-K · Sep ’26Sep ’26

01—Abstract

Summary

Summary of the 8-K filed January 11, 2024. Cited figures are marked; the original filing is the authoritative source.

Constellation Brands, Inc. reported on Form 8-K under Item 8.01 (Other Events) that on January 11, 2024 it entered into Supplemental Indenture No. 34 with Manufacturers and Traders Trust Company, as trustee, under which it issued $400.0 milliona aggregate principal amount of 4.800% Senior Notes due 2029.

The notes were sold at a public offering price of 99.889%b of principal amount. The notes were registered under the Securities Act of 1933 pursuant to a Form S-3 registration statement (File No. 333-268289) filed with the SEC on November 10, 2022. Interest is payable on January 15 and July 15 each year, beginning July 15, 2024, and the notes mature on January 15, 2029.

The company may redeem the notes in whole or in part at its option under terms set out in the Supplemental Indenture. The filing states that the indenture contains customary Events of Default, under which the trustee or holders of at least 25%c of the outstanding notes may declare all unpaid principal, premium, if any, and accrued interest immediately due and payable. Full terms are described in the "Description of the Notes" section of the Prospectus Supplement dated January 9, 2024, filed with the SEC on January 10, 2024.

02—Key points

Key Highlights

  1. Issued $400.0 million aggregate principal amount of 4.800% Senior Notes due 2029 under Supplemental Indenture No. 34 dated January 11, 2024.
  2. Notes were sold at a public offering price of 99.889% of principal amount.
  3. Notes were registered under a Form S-3 (File No. 333-268289) filed with the SEC on November 10, 2022.
  4. Interest is payable semi-annually on January 15 and July 15, commencing July 15, 2024.
  5. Notes mature on January 15, 2029; the company has an optional redemption right in whole or in part under the Supplemental Indenture terms.
  6. Indenture includes customary Events of Default; holders of at least 25% of outstanding notes may accelerate payment upon a continuing Event of Default.
  7. Base Indenture is dated April 17, 2012, with the trustee being Manufacturers and Traders Trust Company.

03—Questions

Frequently Asked Questions

  1. How much debt did Constellation Brands issue, and at what price?

    The company issued $400.0 million aggregate principal amount of 4.800% Senior Notes due 2029 at a public offering price of 99.889% of the principal amount.

  2. When do the notes mature and when is interest paid?

    The notes mature on January 15, 2029. Interest is payable on January 15 and July 15 of each year, commencing July 15, 2024.

  3. Are the notes registered with the SEC?

    Yes. The notes were registered under the Securities Act of 1933 pursuant to a Form S-3 registration statement (File No. 333-268289) filed with the SEC on November 10, 2022.

  4. Can the company redeem the notes early?

    Yes. The company may redeem the notes, in whole or in part, at its option under the terms provided in the Supplemental Indenture.

  5. What happens if the company defaults under the indenture?

    The indenture contains customary Events of Default. If one occurs and is continuing, the trustee or holders of at least 25% of the outstanding notes may declare all unpaid principal, premium, if any, and accrued interest due and payable.

04—Continue

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