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): June 19, 2001
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COMMISSION FILE NUMBER 001-08495
DELAWARE CONSTELLATION BRANDS, INC. 16-0716709
and its subsidiaries:
NEW YORK BATAVIA WINE CELLARS, INC. 16-1222994
NEW YORK CANANDAIGUA WINE COMPANY, INC. 16-1462887
NEW YORK CANANDAIGUA EUROPE LIMITED 16-1195581
ENGLAND AND WALES CANANDAIGUA LIMITED 98-0198402
NEW YORK POLYPHENOLICS, INC. 16-1546354
NEW YORK ROBERTS TRADING CORP. 16-0865491
NETHERLANDS CANANDAIGUA B.V. 98-0205132
DELAWARE FRANCISCAN VINEYARDS, INC. 94-2602962
CALIFORNIA ALLBERRY, INC. 68-0324763
CALIFORNIA CLOUD PEAK CORPORATION 68-0324762
CALIFORNIA M.J. LEWIS CORP. 94-3065450
CALIFORNIA MT. VEEDER CORPORATION 94-2862667
DELAWARE BARTON INCORPORATED 36-3500366
DELAWARE BARTON BRANDS, LTD. 36-3185921
MARYLAND BARTON BEERS, LTD. 36-2855879
CONNECTICUT BARTON BRANDS OF CALIFORNIA, INC. 06-1048198
GEORGIA BARTON BRANDS OF GEORGIA, INC. 58-1215938
ILLINOIS BARTON CANADA, LTD. 36-4283446
NEW YORK BARTON DISTILLERS IMPORT CORP. 13-1794441
DELAWARE BARTON FINANCIAL CORPORATION 51-0311795
WISCONSIN STEVENS POINT BEVERAGE CO. 39-0638900
ILLINOIS MONARCH IMPORT COMPANY 36-3539106
(State or other (Exact name of registrant as (I.R.S. Employer
jurisdiction of specified in its charter) Identification
incorporation or No.)
organization)
300 WillowBrook Office Park, Fairport, New York 14450
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (716) 218-2169
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(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS
Constellation Brands, Inc. released the following information on June 19, 2001:
CONSTELLATION UPDATES FINANCING PLANS FOR RAVENSWOOD ACQUISITION
Acquisition Accretive in Current Fiscal Year
FAIRPORT, NEW YORK, JUNE 19, 2001 - Constellation Brands, Inc. (NYSE: STZ and
STZ.B) announced today that it intends to finance the previously announced
Ravenswood (Nasdaq: RVWD) acquisition exclusively with debt. The Company had
previously announced that the acquisition would be financed with up to one-third
equity capital.
"Our updated outlook for an even stronger year of cash flow opens up
alternatives for financing Ravenswood," said Thomas Summer, Executive Vice
President and Chief Financial Officer of Constellation. "This financing
alternative achieves two of our key objectives; it maintains the strength of our
balance sheet, while at the same time enhancing the value of the Ravenswood
acquisition to our stockholders. Ravenswood will now be accretive to earnings
per share in our current fiscal year."
Ravenswood will hold a special shareholders' meeting on June 26, 2001, to
vote on the merger transaction and closing is targeted for July 2, 2001.
Constellation intends to use its short-term borrowing facility to fund the
transaction. The Company may consider long-term debt refinancing alternatives as
market conditions permit.
ABOUT CONSTELLATION
Constellation Brands, Inc. is a leader in the production and marketing of
beverage alcohol brands in North America and the United Kingdom and is a leading
independent drinks wholesaler in the United Kingdom. Leading brands in
Constellation's portfolio include: Franciscan Oakville Estate, Simi, Estancia,
Corona Extra, Modelo Especial, St. Pauli Girl, Almaden, Arbor Mist, Talus,
Vendange, Alice White, Black Velvet, Fleischmann's, Schenley, Ten High, Stowells
of Chelsea, Blackthorn and K.
FORWARD-LOOKING STATEMENTS
Constellation makes forward-looking statements from time to time and
desires to take advantage of the "safe harbor" which is afforded such statements
under the Private Securities Litigation Reform Act of 1995 when they are
accompanied by meaningful cautionary statements identifying important factors
that could cause actual results to differ materially from those in the
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 the forward-looking statements. Any projections of
future results of operations should not be construed in any manner as a
guarantee that such results will in fact occur. In particular, Constellation's
expectation that the acquisition and its related financing will be accretive to
earnings per share in Fiscal Year 2002, is based upon achieving certain sales
projections, meeting certain cost targets and successfully integrating the
acquired business. Statements regarding the expected closing of the transaction
are subject to the risk that the closing conditions will not be satisfied and
that the merger with not be consummated. There can be no assurance that any
forward-looking statement in this press release will be realized or that actual
results will not be significantly higher or lower than set forth in or implied
by such forward-looking statement. For risk factors associated with
Constellation and its business, please refer to Constellation's Securities and
Exchange Commission filings.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
CONSTELLATION BRANDS, INC.
Dated: June 19, 2001 By: /s/ Thomas S. Summer
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Thomas S. Summer, Executive Vice
President and Chief Financial
Officer
SUBSIDIARIES
BATAVIA WINE CELLARS, INC.
Dated: June 19, 2001 By: /s/ Thomas S. Summer
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Thomas S. Summer, Treasurer
CANANDAIGUA WINE COMPANY, INC.
Dated: June 19, 2001 By: /s/ Thomas S. Summer
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Thomas S. Summer, Treasurer
CANANDAIGUA EUROPE LIMITED
Dated: June 19, 2001 By: /s/ Thomas S. Summer
--------------------------------
Thomas S. Summer, Treasurer
CANANDAIGUA LIMITED
Dated: June 19, 2001 By: /s/ Thomas S. Summer
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Thomas S. Summer, Finance Director
(Principal Financial Officer and
Principal Accounting Officer)
POLYPHENOLICS, INC.
Dated: June 19, 2001 By: /s/ Thomas S. Summer
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Thomas S. Summer, Vice President
and Treasurer
ROBERTS TRADING CORP.
Dated: June 19, 2001 By: /s/ Thomas S. Summer
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Thomas S. Summer, President and
Treasurer
CANANDAIGUA B.V.
Dated: June 19, 2001 By: /s/ Thomas S. Summer
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Thomas S. Summer, Chief
Financial Officer
FRANCISCAN VINEYARDS, INC.
Dated: June 19, 2001 By: /s/ Thomas S. Summer
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Thomas S. Summer, Vice President
and Treasurer
ALLBERRY, INC.
Dated: June 19, 2001 By: /s/ Thomas S. Summer
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Thomas S. Summer, Vice President
and Treasurer
CLOUD PEAK CORPORATION
Dated: June 19, 2001 By: /s/ Thomas S. Summer
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Thomas S. Summer, Vice President
and Treasurer
M.J. LEWIS CORP.
Dated: June 19, 2001 By: /s/ Thomas S. Summer
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Thomas S. Summer, Vice President
and Treasurer
MT. VEEDER CORPORATION
Dated: June 19, 2001 By: /s/ Thomas S. Summer
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Thomas S. Summer, Vice President
and Treasurer
BARTON INCORPORATED
Dated: June 19, 2001 By: /s/ Thomas S. Summer
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Thomas S. Summer, Vice President
BARTON BRANDS, LTD.
Dated: June 19, 2001 By: /s/ Thomas S. Summer
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Thomas S. Summer, Vice President
BARTON BEERS, LTD.
Dated: June 19, 2001 By: /s/ Thomas S. Summer
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Thomas S. Summer, Vice President
BARTON BRANDS OF CALIFORNIA, INC.
Dated: June 19, 2001 By: /s/ Thomas S. Summer
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Thomas S. Summer, Vice President
BARTON BRANDS OF GEORGIA, INC.
Dated: June 19, 2001 By: /s/ Thomas S. Summer
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Thomas S. Summer, Vice President
BARTON CANADA, LTD.
Dated: June 19, 2001 By: /s/ Thomas S. Summer
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Thomas S. Summer, Vice President
BARTON DISTILLERS IMPORT CORP.
Dated: June 19, 2001 By: /s/ Thomas S. Summer
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Thomas S. Summer, Vice President
BARTON FINANCIAL CORPORATION
Dated: June 19, 2001 By: /s/ Thomas S. Summer
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Thomas S. Summer, Vice President
STEVENS POINT BEVERAGE CO.
Dated: June 19, 2001 By: /s/ Thomas S. Summer
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Thomas S. Summer, Vice President
MONARCH IMPORT COMPANY
Dated: June 19, 2001 By: /s/ Thomas S. Summer
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Thomas S. Summer, Vice President
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.
(27) FINANCIAL DATA SCHEDULE
Not Applicable.
(99) ADDITIONAL EXHIBITS
None