CONSTELLATION BRANDS INC
For the period ended Aug 31, 2024. Filed Oct 3, 2024.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Aug 31, 2024 · Filed Oct 3, 2024
STZ$145.51+2.5%Stored close · as of Nov 9, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 6. Exhibits
| Incorporated by Reference | ||||
|---|---|---|---|---|
| Exhibit No. | Exhibit Description | Form | Exhibit | Filing Date |
| 3.1 | Amended and Restated Certificate of Incorporation of the Company. | 8-K | 3.1 | November 10, 2022 |
| 3.2 | Amended and Restated By-Laws of the Company. | 8-K | 3.2 | November 10, 2022 |
| 4.1 | Indenture, dated as of April 17, 2012, by and among the Company, as Issuer, certain subsidiaries, as Guarantors, and M&T, as Trustee. | 8-K | 4.1 | April 23, 2012 |
| 4.1.1 | Supplemental Indenture No. 8, with respect to 4.750% Senior Notes due 2024, dated as of November 3, 2014, among the Company, as Issuer, certain subsidiaries, as Guarantors, and M&T, as Trustee. | 8-K | 4.2 | November 7, 2014 |
| 4.1.2 | Supplemental Indenture No. 9, with respect to 4.750% Senior Notes due 2025, dated as of December 4, 2015, among the Company, as Issuer, certain subsidiaries, as Guarantors, and M&T, as Trustee. | 8-K | 4.1 | December 8, 2015 |
| 4.1.3 | Supplemental Indenture No. 10, dated as of January 15, 2016, among the Company, Home Brew Mart, Inc., and M&T, as Trustee. | 10-K | 4.26 | April 25, 2016 |
| Constellation Brands, Inc. Q2 FY 2025 Form 10-Q | #WORTHREACHINGFOR I 50 |
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| OTHER KEY INFORMATION | Table of Contents |
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| Incorporated by Reference | ||||
|---|---|---|---|---|
| Exhibit No. | Exhibit Description | Form | Exhibit | Filing Date |
| 4.1.4 | Supplemental Indenture No. 11 with respect to 3.700% Senior Notes due 2026, dated as of December 6, 2016, among the Company, as Issuer, certain subsidiaries, as Guarantors, and M&T, as Trustee. | 8-K | 4.1 | December 6, 2016 |
| 4.1.5 | Supplemental Indenture No. 13 with respect to 3.500% Senior Notes due 2027, dated as of May 9, 2017, among the Company, as Issuer, certain subsidiaries, as Guarantors, and M&T, as Trustee. | 8-K | 4.2 | May 9, 2017 |
| 4.1.6 | Supplemental Indenture No. 14 with respect to 4.500% Senior Notes due 2047, dated as of May 9, 2017, among the Company, as Issuer, certain subsidiaries, as Guarantors, and M&T, as Trustee. | 8-K | 4.3 | May 9, 2017 |
| 4.1.7 | Supplemental Indenture No. 19 with respect to 3.600% Senior Notes due 2028, dated as of February 7, 2018, among the Company, as Issuer, certain subsidiaries, as Guarantors, and M&T, as Trustee. | 8-K | 4.2 | February 7, 2018 |
| 4.1.8 | Supplemental Indenture No. 20 with respect to 4.100% Senior Notes due 2048, dated as of February 7, 2018, among the Company, as Issuer, certain subsidiaries, as Guarantors, and M&T, as Trustee. | 8-K | 4.3 | February 7, 2018 |
| 4.1.9 | Supplemental Indenture No. 22 with respect to 4.400% Senior Notes due 2025, dated as of October 29, 2018, among the Company, as Issuer, certain subsidiaries, as Guarantors, and M&T, as Trustee. | 8-K | 4.2 | October 29, 2018 |
| 4.1.10 | Supplemental Indenture No. 23 with respect to 4.650% Senior Notes due 2028, dated as of October 29, 2018, among the Company, as Issuer, certain subsidiaries, as Guarantors, and M&T, as Trustee. | 8-K | 4.3 | October 29, 2018 |
| 4.1.11 | Supplemental Indenture No. 24 with respect to 5.250% Senior Notes due 2048, dated as of October 29, 2018, among the Company, as Issuer, certain subsidiaries, as Guarantors, and M&T, as Trustee. | 8-K | 4.4 | October 29, 2018 |
| 4.1.12 | Supplemental Indenture No. 25 with respect to 3.150% Senior Notes due 2029, dated as of July 29, 2019, among the Company, as Issuer, certain subsidiaries, as Guarantors, and M&T, as Trustee. | 8-K | 4.1 | July 29, 2019 |
| 4.1.13 | Supplemental Indenture No. 26 with respect to 2.875% Senior Notes due 2030, dated as of April 27, 2020, among the Company, as Issuer, and M&T, as Trustee. | 8-K | 4.1 | April 27, 2020 |
| 4.1.14 | Supplemental Indenture No. 27 with respect to 3.750% Senior Notes due 2050, dated as of April 27, 2020, among the Company, as Issuer, and M&T, as Trustee. | 8-K | 4.2 | April 27, 2020 |
| 4.1.15 | Supplemental Indenture No. 28 with respect to 2.250% Senior Notes due 2031, dated as of July 26, 2021, among the Company, as Issuer, and M&T, as Trustee. | 8-K | 4.1 | July 26, 2021 |
| 4.1.16 | Supplemental Indenture No. 30 with respect to 4.350% Senior Notes due 2027, dated as of May 9, 2022, among the Company, as Issuer, and M&T, as Trustee. | 8-K | 4.2 | May 9, 2022 |
| 4.1.17 | Supplemental Indenture No. 31 with respect to 4.750% Senior Notes due 2032, dated as of May 9, 2022, among the Company, as Issuer, and M&T, as Trustee. | 8-K | 4.3 | May 9, 2022 |
| 4.1.18 | Supplemental Indenture No. 32 with respect to 5.000% Senior Notes due 2026, dated as of February 2, 2023, among the Company, as Issuer, and M&T, as Trustee. | 8-K | 4.1 | February 2, 2023 |
| Constellation Brands, Inc. Q2 FY 2025 Form 10-Q | #WORTHREACHINGFOR I 51 |
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| OTHER KEY INFORMATION | Table of Contents |
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| Incorporated by Reference | ||||
|---|---|---|---|---|
| Exhibit No. | Exhibit Description | Form | Exhibit | Filing Date |
| 4.1.19 | Supplemental Indenture No. 33 with respect to 4.900% Senior Notes due 2033, dated as of May 1, 2023, among the Company, as Issuer, and M&T, as Trustee. | 8-K | 4.1 | May 1, 2023 |
| 4.1.20 | Supplemental Indenture No. 34 with respect to 4.800% Senior Notes due 2029, dated as of January 11, 2024, among the Company, as Issuer, and M&T, as Trustee. | 8-K | 4.1 | January 11, 2024 |
| 4.2 | Restatement Agreement, dated as of April 14, 2022, by and among the Company, CB International, Bank of America, N.A., as Administrative Agent, and the Lenders party thereto, including the Tenth Amended and Restated Credit Agreement dated as of April 14, 2022, by and among the Company, CB International, Bank of America, N.A., as Administrative Agent, and the Lenders party thereto. † | 8-K | 4.1 | April 15, 2022 |
| 4.2.1 | Amendment No. 1, dated as of October 18, 2022, to Tenth Amended and Restated Credit Agreement, dated as of April 14, 2022, by and among the Company, CB International Finance S.à r.l., Bank of America, N.A., as Administrative Agent, and the Lenders party thereto. † | 8-K | 4.2 | October 26, 2022 |
| 10.1 | Description of Compensation Arrangements, as of July 17, 2024, for Non-Management Directors (filed herewith). * | |||
| 10.2 | The Company’s Non-Qualified Savings Plan, amended and restated effective as of January 1, 2025 (filed herewith). * | |||
| 31.1 | Certification of Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act (filed herewith). | |||
| 31.2 | Certification of Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act (filed herewith). | |||
| 32.1 | Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350 (furnished herewith). | |||
| 32.2 | Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350 (furnished herewith). | |||
| 101.INS | XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document (filed herewith). | |||
| 101.SCH | XBRL Taxonomy Extension Schema Document (filed herewith). | |||
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document (filed herewith). | |||
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document (filed herewith). | |||
| 101.LAB | XBRL Taxonomy Extension Labels Linkbase Document (filed herewith). | |||
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document (filed herewith). | |||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). | |||
| Constellation Brands, Inc. Q2 FY 2025 Form 10-Q | #WORTHREACHINGFOR I 52 |
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| OTHER KEY INFORMATION | Table of Contents |
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| * | Designates management contract or compensatory plan or arrangement. |
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| † | The exhibits, disclosure schedules, and other schedules, as applicable, have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally a copy of such exhibits, disclosure schedules, and other schedules, as applicable, or any section thereof, to the SEC upon request. |
The Company agrees, upon request of the SEC, to furnish copies of each instrument that defines the rights of holders of long-term debt of the Company or its subsidiaries that is not filed herewith pursuant to Item 601(b)(4)(iii)(A) because the total amount of long-term debt authorized under such instrument does not exceed 10% of the total assets of the Company and its subsidiaries on a consolidated basis.
| Constellation Brands, Inc. Q2 FY 2025 Form 10-Q | #WORTHREACHINGFOR I 53 |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| CONSTELLATION BRANDS, INC. | |||
| Date: | October 3, 2024 | By: | /s/ Darrell Hearne |
|---|---|---|---|
| Darrell Hearne, Senior Vice Presidentand Controller | |||
| Date: | October 3, 2024 | By: | /s/ Garth Hankinson |
| Garth Hankinson, Executive Vice President andChief Financial Officer (principal financialofficer and principal accounting officer) | |||
| Constellation Brands, Inc. Q2 FY 2025 Form 10-Q | #WORTHREACHINGFOR I 54 |
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