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) August 23, 2014
CONSTELLATION BRANDS, INC.
(Exact name of registrant as specified in its charter)
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)
Registrants telephone number, including area code (585) 678-7100
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):
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 7.01. | Regulation FD Disclosure. |
On August 23, 2014, the Beer Division of Constellation Brands, Inc. (the Company) issued a news release announcing that it is expanding the list of production codes consumers should look for to determine whether they have 12-ounce clear glass bottles of Corona Extra involved in a voluntary recall issued in the United States on Friday, August 15, 2014. On August 24, 2014, the Companys Beer Division issued a news release announcing a voluntary recall of select packages in Guam containing 12-ounce clear glass bottles of its Corona Extra beer that may contain small particles of glass. The same production codes identified in the August 23, 2014 news release are identified in the August 24, 2014 news release. The August 23, 2014 news release is filed as Exhibit 99.1 to this Current Report on Form 8-K, the August 24, 2014 news release is filed as Exhibit 99.2 to this Current Report on Form 8-K, and both exhibits are incorporated herein by reference.
References to identified websites in the releases 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 releases attached as Exhibits 99.1 and 99.2 are 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. It 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.
Item 9.01. | Financial Statements and Exhibits. |
(a) | Financial statements of businesses acquired. |
Not applicable.
(b) | Pro forma financial information. |
Not applicable.
(c) | Shell company transactions. |
Not applicable.
(d) | Exhibits. |
The following exhibits are furnished as part of this Current Report on Form 8-K:
Exhibit No. |
Description | |
99.1 | News Release of Constellation Brands, Inc. dated August 23, 2014 | |
99.2 | News Release of Constellation Brands, Inc. dated August 24, 2014 |
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.
Date: August 26, 2014 | CONSTELLATION BRANDS, INC. | |||||||
By: | /s/ Robert Ryder |
|||||||
Robert Ryder | ||||||||
Executive Vice President and Chief Financial Officer |
INDEX TO EXHIBITS
Exhibit No. |
Description | |
(1) | UNDERWRITING AGREEMENT | |
Not Applicable. | ||
(2) | PLAN OF ACQUISITION, REORGANIZATION, ARRANGEMENT, LIQUIDATION OR SUCCESSION | |
Not Applicable. | ||
(3) | ARTICLES OF INCORPORATION AND BYLAWS | |
Not Applicable. | ||
(4) | INSTRUMENTS DEFINING THE RIGHTS OF SECURITY HOLDERS, INCLUDING INDENTURES | |
Not Applicable. | ||
(7) | CORRESPONDENCE FROM AN INDEPENDENT ACCOUNTANT REGARDING NON-RELIANCE ON A PREVIOUSLY ISSUED AUDIT REPORT OR COMPLETED INTERIM REVIEW | |
Not Applicable. | ||
(14) | CODE OF ETHICS | |
Not Applicable. | ||
(16) | LETTER RE CHANGE IN CERTIFYING ACCOUNTANT | |
Not Applicable. | ||
(17) | CORRESPONDENCE ON DEPARTURE OF DIRECTOR | |
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 | |
(99.1) | News Release of Constellation Brands, Inc. dated August 23, 2014. | |
(99.2) | News Release of Constellation Brands, Inc. dated August 24, 2014. | |
(100) | XBRL-RELATED DOCUMENTS | |
Not Applicable. | ||
(101) | INTERACTIVE DATA FILE | |
Not Applicable. |