0000016918-11-000016.txt : 20110413 0000016918-11-000016.hdr.sgml : 20110413 20110413172727 ACCESSION NUMBER: 0000016918-11-000016 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110411 FILED AS OF DATE: 20110413 DATE AS OF CHANGE: 20110413 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SANDS ROBERT CENTRAL INDEX KEY: 0001245564 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-08495 FILM NUMBER: 11757819 MAIL ADDRESS: STREET 1: C/O CONSTELLATION BRANDS, INC. STREET 2: 207 HIGH POINT DRIVE, BUILDING 100 CITY: VICTOR STATE: NY ZIP: 14564 4 1 edgar.xml PRIMARY DOCUMENT X0303 4 2011-04-11 0000016918 CONSTELLATION BRANDS, INC. STZ/STZ.B 0001245564 SANDS ROBERT C/O CONSTELLATION BRANDS, INC. 207 HIGH POINT DR., BLDG. 100 VICTOR NY 14564 1 1 1 0 President & CEO Class A Common Stock 2011-04-11 4 J 0 2333902 D 0 I by Partnership Class A Common Stock 904652 D Class A Common Stock 28792 I by Spouse Class A Common Stock 80928 I by LES Holdings LLC Class A Common Stock 73800 I by MES Holdings LLC Class A Common Stock 1447812 I by Partnership Class A Common Stock 471608 I by Partnership Class A Common Stock 768 I by Partnership Class B (convertible) Common Stock 2011-04-11 4 J 0 619892 D Class A Common Stock 619892 0 I by Partnership Class B (convertible) Common Stock Class A Common Stock 1350000 1350000 I by Trust Class B (convertible) Common Stock Class A Common Stock 5431712 5431712 I by Partnership Class B (convertible) Common Stock Class A Common Stock 667368 667368 I by Partnership Class B (convertible) Common Stock Class A Common Stock 563632 563632 I by Partnership These shares are held by SSR Business Holdings LP ("Holdings"). Reflects the entry into Purchase Agreements on 4/11/2011 (i) between Robert Sands and the NS Family Trust u/a dated 4/7/2011 pursuant to which such trust agreed to purchase from Robert Sands his 100% membership interest (the "LLC Interest") in SSR Business Management LLC ("Management"), the sole general partner of Holdings, and (ii) between Robert Sands and the NS Descendants' Trust u/a dated 4/7/2011 pursuant to which such trust agreed to purchase from Robert Sands his 99.984% limited partnership interest ("LP Interest") in Holdings. The purchase price for the LLC Interest is the fair market value of the LLC Interest as of 4/10/2011 as determined by an independent appraiser. The purchase price for the LP Interest is the fair market value of the LP Interest as of 4/11/2011 as determined by an independent appraiser, plus an interest component. These transactions did not affect Holdings' ownership of the reported shares. The reporting person disclaims beneficial ownership with respect to securities held in this manner, 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. LES Holdings LLC is a limited liability company of which the reporting person is the general manager. MES Holdings LLC is a limited liability company of which the reporting person is the general manager. Except to the extent that the reporting person has a direct or indirect pecuniary interest in securities owned by the applicable trust, partnership or limited liability company, the reporting person disclaims beneficial ownership with respect to securities held in this manner. 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. Held by CWC Partnership II, a general partnership of which the reporting person is a trustee of the managing partner and in which he has a pecuniary interest. Held by CWC Partnership I, a general partnership of which the reporting person is a managing partner and in which he has a pecuniary interest. Held by M, L, R & R ("MLR&R"), a general partnership of which the reporting person is a general partner and in which he has a pecuniary interest. The reporting person is a beneficiary and trustee of The Marvin Sands Master Trust, which is also a partner in MLR&R. 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. Held by the Robert Sands Children's Trust, for which the reporting person serves as trustee. H. Elaine Ziakas for Robert Sands 2011-04-13