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 11, 2003
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Constellation Brands, Inc.
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(Exact name of registrant as specified in its charter)
001-08495
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(Commission File Number)
Delaware 16-0716709
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(State or other jurisdiction (IRS Employer
of incorporation) Identification No.)
300 WillowBrook Office Park, Fairport, New York 14450
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(Address of principal executive offices) (Zip Code)
(585) 218-3600
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name or former address, if changed since last report)
ITEM 9. REGULATION FD DISCLOSURE
Constellation Brands, Inc. released the following information on March 11, 2003:
CONSTELLATION ANNOUNCES EXPIRATION OF HART-SCOTT-RODINO WAITING PERIOD IN
RELATION TO THE ACQUISITION OF BRL HARDY
FAIRPORT, NEW YORK, MARCH 11, 2003 - Constellation Brands, Inc. (NYSE: STZ and
STZ.B) announced that the waiting period under the Hart-Scott-Rodino Antitrust
Improvements Act in the United States has expired in relation to its acquisition
of BRL Hardy Limited (ASX: BRL). The transaction is scheduled to close early
April and is subject to customary closing conditions and approval by BRL Hardy
shareholders (scheduled for March 20th) and the final approval of the Supreme
Court of South Australia (scheduled for March 27th).
ABOUT CONSTELLATION
Constellation Brands, Inc. is a leading producer and marketer of beverage
alcohol brands, with a broad portfolio of wine, spirits and imported beer. The
Company is the largest single-source supplier of these products in the United
States, and both a major producer and independent drinks wholesaler in the
United Kingdom. Well-known brands in Constellation's portfolio include: Corona
Extra, Pacifico, St. Pauli Girl, Black Velvet, Fleischmann's, Estancia, Simi,
Ravenswood, Blackstone, Banrock Station, Alice White, Talus, Vendange, Almaden,
Arbor Mist, Stowells of Chelsea and Blackthorn.
ABOUT BRL HARDY
BRL Hardy Limited is a leading Australian producer and exporter of wine, with
products sourced from Australia, New Zealand and France. The company's wines are
distributed worldwide through a network of sales and marketing operations, with
the majority of sales generated in Australia, the United Kingdom and the United
States. Major export brands include: Hardys Stamp of Australia, Hardys Nottage
Hill, Hardys VR and Banrock Station. Other domestic and international brands
include: Houghton, Nobilo, Leasingham, Moondah Brook, Yarra Burn, Stonehaven,
Stanley and Renmano.
FORWARD-LOOKING STATEMENTS
The statements set forth in this press release, which are not historical facts,
are forward-looking statements that involve risks and uncertainties that could
cause actual results to differ materially from those set forth in or implied by
the forward-looking statements. There can be no assurance that any
forward-looking statement in this press release will be realized.
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.
CONSTELLATION BRANDS, INC.
Dated: March 11, 2003 By: /s/ Thomas S. Summer
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Thomas S. Summer, Executive Vice
President and Chief Financial
Officer
INDEX TO EXHIBITS
(1) UNDERWRITING AGREEMENT
Not Applicable.
(2) PLAN OF ACQUISITION, REORGANIZATION, ARRANGEMENT, LIQUIDATION OR SUCCESSION
Not Applicable.
(4) INSTRUMENTS DEFINING THE RIGHTS OF SECURITY HOLDERS, INCLUDING INDENTURES
Not Applicable.
(16) LETTER RE CHANGE IN CERTIFYING ACCOUNTANT
Not Applicable.
(17) LETTER RE DIRECTOR RESIGNATION
Not Applicable.
(20) OTHER DOCUMENTS OR STATEMENTS TO SECURITY HOLDERS
Not Applicable.
(23) CONSENTS OF EXPERTS AND COUNSEL
Not Applicable.
(24) POWER OF ATTORNEY
Not Applicable.
(99) ADDITIONAL EXHIBITS
None