-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, APn/gujkRjWy4aaSC+CQ7YT6R792kCdpjuuNQurVlQHStILRzCTMIWAAJh8R+3ob 7Ll6gbom7EHB3fz6S11GHg== 0000016918-09-000027.txt : 20090423 0000016918-09-000027.hdr.sgml : 20090423 20090423192102 ACCESSION NUMBER: 0000016918-09-000027 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20090421 FILED AS OF DATE: 20090423 DATE AS OF CHANGE: 20090423 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BENNETT ABIGAIL J CENTRAL INDEX KEY: 0001454180 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-08495 FILM NUMBER: 09767679 MAIL ADDRESS: STREET 1: C/O CONSTELLATION BRANDS, INC. STREET 2: 207 HIGH POINT DRIVE, BUILDING 100 CITY: VICTOR STATE: NY ZIP: 14564 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CONSTELLATION BRANDS, INC. CENTRAL INDEX KEY: 0000016918 STANDARD INDUSTRIAL CLASSIFICATION: BEVERAGES [2080] IRS NUMBER: 160716709 STATE OF INCORPORATION: DE FISCAL YEAR END: 0228 BUSINESS ADDRESS: STREET 1: 207 HIGH POINT DRIVE STREET 2: BUILDING 100 CITY: VICTOR STATE: NY ZIP: 14564 BUSINESS PHONE: 585-678-7100 MAIL ADDRESS: STREET 1: 207 HIGH POINT DRIVE STREET 2: BUILDING 100 CITY: VICTOR STATE: NY ZIP: 14564 FORMER COMPANY: FORMER CONFORMED NAME: CONSTELLATION BRANDS INC DATE OF NAME CHANGE: 20000920 FORMER COMPANY: FORMER CONFORMED NAME: CANANDAIGUA BRANDS INC DATE OF NAME CHANGE: 19970902 FORMER COMPANY: FORMER CONFORMED NAME: CANANDAIGUA WINE CO INC DATE OF NAME CHANGE: 19920703 4 1 edgar.xml PRIMARY DOCUMENT X0303 4 2009-04-21 0000016918 CONSTELLATION BRANDS, INC. STZ/STZ.B 0001454180 BENNETT ABIGAIL J C/O CONSTELLATION BRANDS, INC. 207 HIGH POINT DR., BLDG. 100 VICTOR NY 14564 0 0 1 0 Class B (convertible) Common Stock 2009-04-21 4 J 0 5300000 A Class A Common Stock 5300000 5300000 I by Partnership Class B (convertible) Common Stock 2009-04-21 4 J 0 5300000 A Class A Common Stock 5300000 5300000 I by Partnership Shares of Class B Common Stock are convertible into shares of Class A Common Stock of the Issuer on a one-to-one basis at any time at the option of the holder. The ticker symbol for Class B Common Stock is STZ.B. Reflects the entry into Purchase Agreements on 4/21/2009 (i) between Richard Sands and the Jennifer Sands Family Trust u/a dated 4/2/2009 pursuant to which such trust agreed to purchase from Richard Sands his 100% membership interest (the "RES LLC Interest") in RES Business Management LLC ("RES Management"), and (ii) between Richard Sands and the Jennifer Sands Descendants' Trust u/a dated 4/6/2009 pursuant to which such trust agreed to purchase from Richard Sands his 99.99% limited partnership interest (the "RES LP Interest") in RES Business Holdings LP ("RES Holdings"). The purchase price for the RES LLC Interest is the fair market value of the RES LLC Interest as of 4/20/2009 as determined by an independent appraiser. The purchase price for the RES LP Interest is the fair market value of the RES LP Interest as of 4/21/2009 as determined by an independent appraiser, plus an interest component. Held by RES Holdings. RES Holdings has held 5,300,000 shares since 2/5/2009, the ownership of which is not affected by the reported transactions. RES Management is the sole general partner of RES Holdings, holding a .01% general partnership interest, and the Reporting Person is the sole non-member manager of RES Management. The reporting person disclaims beneficial ownership of the shares held by RES Holdings except to the extent of her interest as a contingent remainder beneficiary of the Jennifer Sands Family Trust and the Jennifer Sands Descendants' Trust, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for the purposes of Section 16 or any other purpose. Reflects the entry into Purchase Agreements on 4/21/2009 (i) between Robert Sands and the Nancy Sands Family Trust u/a dated 4/9/2009 pursuant to which such trust agreed to purchase from Robert Sands his 100% membership interest (the "RSS LLC Interest") in RSS Business Management LLC ("RSS Management"), and (ii) between Robert Sands and the Nancy Sands Descendants' Trust u/a dated 4/9/2009 pursuant to which such trust agreed to purchase from Robert Sands his 99.99% limited partnership interest (the "RSS LP Interest") in RSS Business Holdings LP ("RSS Holdings"). The purchase price for the RSS LLC Interest is the fair market value of the RSS LLC Interest as of 4/20/2009 as determined by an independent appraiser. The purchase price for the RSS LP Interest is the fair market value of the RSS LP Interest as of 4/21/2009 as determined by an independent appraiser, plus an interest component. Held by RSS Holdings. RSS Holdings has held 5,300,000 shares since 2/5/2009, the ownership of which is not affected by the reported transactions. RSS Management is the sole general partner of RSS Holdings, holding a .01% general partnership interest, and the Reporting Person is the sole non-member manager of RSS Management. The reporting person disclaims beneficial ownership of the shares held by RSS Holdings except to the extent of her interest as a contingent remainder beneficiary of the Nancy Sands Family Trust and the Nancy Sands Descendants' Trust, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for the purposes of Section 16 or any other purpose. H. Elaine Ziakas for Abigail J. Bennett 2009-04-23 -----END PRIVACY-ENHANCED MESSAGE-----