Constellation Brands Completes Debt Offering

Source: Reuters

Tue Aug 14, 2012

Constellation Brands, Inc. (NYSE: STZ), the world's leading premium wine company, announced today that it has completed the sale of $650 million aggregate principal amount of 4.625% Senior Notes due March 2023.  The notes are senior obligations that rank equally with the company's other senior unsecured indebtedness (except as described below). The notes are and will be guaranteed by the subsidiaries that are guarantors under the company's senior credit facility.

The company expects to use the approximately $641 million in net proceeds (after estimated expenses of the offering and underwriter discounts) from the sale of the notes, together with additional term loan and revolver borrowings under the senior credit facility and available cash, to finance the company's pending acquisition of the 50% interest in Crown Imports LLC not already owned by the company.  Crown Imports has the exclusive right to import, market and sell Grupo Modelo's Mexican beer portfolio in the United States. The company's acquisition of the 50% interest in Crown Imports is conditioned on the closing of the pending acquisition of Grupo Modelo S.A.B. de C.V. by Anheuser-Busch InBev SA/NV, which is expected to be completed in the first quarter of calendar 2013.  If the acquisition of the Crown Imports interest does not close for any reason by December 30, 2013, all of the notes will be redeemed at a price equal to 100% of their principal amount, together with accrued and unpaid interest to the date of redemption. The principal amount of the notes will be held in escrow and pledged to secure the notes until used towards paying the purchase price of the acquisition.

In addition, the company also has closed on an amendment to its 2012 credit agreement, which provides for a $575 million delayed draw term loan, which will be available to finance a portion of the purchase price of the acquisition.

This news release is neither an offer to sell nor a solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The offering was made only by means of a prospectus supplement and the accompanying prospectus.  Copies may be obtained from Merrill Lynch, Pierce, Fenner & Smith Incorporated, Prospectus Department, 100 West 33rd Street, 3rd Floor, New York, NY 10001, toll-free at 1-800-294-1322.  Alternatively, the prospectus and prospectus supplement may be obtained by visiting EDGAR on the SEC website at http://www.sec.gov.