Current Report Filing (8-k)
March 09 2016 - 4:48PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) March 9, 2016
CONSTELLATION BRANDS, INC.
(Exact name of registrant as specified in its charter)
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Delaware | 001-08495 | 16-0716709 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
207 High Point Drive, Building 100, Victor, NY 14564
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code (585) 678-7100
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Not Applicable |
(Former name or former address, if changed since last report) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
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o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Item 7.01. | Regulation FD Disclosure. |
On March 9, 2016, Constellation Brands, Inc. (the “Company”) issued a news release regarding a limited voluntary recall by its Beer Division of select packages in the U.S. and Guam containing 12-ounce clear glass bottles of its Corona Extra beer that may contain small particles of glass. The news release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
References to Constellation’s websites in the release do not incorporate by reference the information on such websites 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.
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Item 9.01. | Financial Statements and Exhibits. |
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(a) | Financial statements of businesses acquired. |
Not applicable.
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(b) | Pro forma financial information. |
Not applicable.
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(c) | Shell company transactions. |
Not applicable.
The following exhibit is furnished as part of this Current Report on Form 8-K:
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Exhibit No. | Description |
99.1 | News release of Constellation Brands, Inc. dated March 9, 2016. |
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 hereunto duly authorized.
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Date: March 9, 2016 | CONSTELLATION BRANDS, INC. |
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| By: | /s/ David Klein |
| | David Klein |
| | Executive Vice President and Chief Financial Officer |
INDEX TO EXHIBITS
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Exhibit No. | Description |
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(1) | UNDERWRITING AGREEMENT |
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| Not Applicable. |
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(2) | PLAN OF ACQUISITION, REORGANIZATION, ARRANGEMENT, LIQUIDATION OR SUCCESSION |
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| Not Applicable. |
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(3) | ARTICLES OF INCORPORATION AND BYLAWS |
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| Not Applicable. |
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(4) | INSTRUMENTS DEFINING THE RIGHTS OF SECURITY HOLDERS, INCLUDING INDENTURES |
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| Not Applicable. |
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(7) | CORRESPONDENCE FROM AN INDEPENDENT ACCOUNTANT REGARDING NON-RELIANCE ON A PREVIOUSLY ISSUED AUDIT REPORT OR COMPLETED INTERIM REVIEW |
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| Not Applicable. |
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(14) | CODE OF ETHICS |
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| Not Applicable. |
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(16) | LETTER RE CHANGE IN CERTIFYING ACCOUNTANT |
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| Not Applicable. |
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(17) | CORRESPONDENCE ON DEPARTURE OF DIRECTOR |
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| Not Applicable. |
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(20) | OTHER DOCUMENTS OR STATEMENTS TO SECURITY HOLDERS |
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| Not Applicable. |
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(23) | CONSENTS OF EXPERTS AND COUNSEL |
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| Not Applicable. |
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(24) | POWER OF ATTORNEY |
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| Not Applicable. |
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(99) | ADDITIONAL EXHIBITS |
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(99.1) | News release of Constellation Brands, Inc. dated March 9, 2016. |
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(100) | XBRL-RELATED DOCUMENTS |
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| Not Applicable. |
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(101) | INTERACTIVE DATA FILE |
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| Not Applicable. |
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(106) | STATIC POOL PDF |
| Not Applicable. |
Exhibit 99.1
NEWS RELEASE
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CONTACTS | | |
Media Mike McGrew (Beer): 312-873-9317 Cheryl Gossin: 585-678-7191
| | Investor Relations Patty Yahn-Urlaub: 585-678-7483 Bob Czudak: 585-678-7170 |
Constellation Brands Beer Division Issues Limited Voluntary Recall Of Select Packages Of 12 Oz Corona Extra Bottles
Recall is limited to select 12-pack and 18-pack bottles with deposit labels
CHICAGO, Ill., - MARCH 9, 2016 – Constellation Brands Beer Division announced today a voluntary recall of select Corona Extra 12-packs and 18-packs of 12 ounce clear bottles with deposit labels in the U.S. and Guam that may contain small particles of glass. This recall is very limited in scope, as potentially affected bottles represent less than one-tenth of one percent of Corona Extra 12-ounce clear bottles in the marketplace. Production codes for the potentially impacted bottles are listed below.
This recall comes after routine quality assurance inspections at two AB InBev breweries that produce some of Constellation Brands’ beer products on an interim basis. While the number of impacted bottles is relatively small, Constellation is recalling select packages of Corona Extra that may contain defective bottles as a precaution to ensure the safety of consumers. To date, the company has received no consumer complaints or reports of injuries resulting from the affected bottles.
“The safety and well-being of consumers is our top priority and we take matters pertaining to the quality of our products very seriously,” said Paul Hetterich, President, Constellation Brands Beer Division. “Since learning of this issue, we immediately began working with AB InBev and jointly took prompt action to investigate the issue. We’re actively working with our distributor partners and retailers to quickly resolve the matter. We’re committed to doing everything possible to complete this recall quickly and ensure the safety of our consumers and integrity of our products.”
All recalled products are being removed from the market. The company encourages consumers who have packages and bottles marked with the production codes below to visit http://www.coronaextrausa.com/recall or call (866) 204-9407 for instructions on reimbursement.
The vast majority of Corona Extra products, including those listed below, are not part of this recall:
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• | Unaffected Corona Extra 12-packs (Note: Most 12-packs are unaffected) |
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• | Corona Extra 6-pack and 24-pack bottles |
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• | Corona Extra cans, draft beer and 24-ounce bottles |
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• | Corona Light bottles, cans and draft beer |
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• | Corona Familiar and Coronita bottles |
Affected Production Codes:
About Constellation Brands
Constellation Brands (NYSE: STZ and STZ.B) is a leading international producer and marketer of beer, wine and spirits with operations in the U.S., Canada, Mexico, New Zealand and Italy.
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