0000950170-24-046081.txt : 20240419
0000950170-24-046081.hdr.sgml : 20240419
20240419170010
ACCESSION NUMBER: 0000950170-24-046081
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240418
FILED AS OF DATE: 20240419
DATE AS OF CHANGE: 20240419
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: CONSTELLATION BRANDS, INC.
CENTRAL INDEX KEY: 0000016918
STANDARD INDUSTRIAL CLASSIFICATION: BEVERAGES [2080]
ORGANIZATION NAME: 04 Manufacturing
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0229
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38496
FILM NUMBER: 24858665
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 NAME:
FORMER CONFORMED NAME: CONSTELLATION BRANDS INC
DATE OF NAME CHANGE: 20000920
FORMER NAME:
FORMER CONFORMED NAME: CANANDAIGUA BRANDS INC
DATE OF NAME CHANGE: 19970902
FORMER NAME:
FORMER CONFORMED NAME: CANANDAIGUA WINE CO INC
DATE OF NAME CHANGE: 19920703
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: CONSTELLATION INTERNATIONAL HOLDINGS LTD
CENTRAL INDEX KEY: 0001051699
STANDARD INDUSTRIAL CLASSIFICATION: BEVERAGES [2080]
ORGANIZATION NAME: 04 Manufacturing
STATE OF INCORPORATION: NY
FISCAL YEAR END: 0228
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38496
FILM NUMBER: 24858660
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 NAME:
FORMER CONFORMED NAME: CANANDAIGUA EUROPE LTD
DATE OF NAME CHANGE: 19971217
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Constellation Brands Canada Holdings ULC
CENTRAL INDEX KEY: 0001679057
STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-BEER, WINE & DISTILLED ALCOHOLIC BEVERAGES [5180]
ORGANIZATION NAME: 07 Trade & Services
STATE OF INCORPORATION: A5
FISCAL YEAR END: 0228
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38496
FILM NUMBER: 24858662
BUSINESS ADDRESS:
STREET 1: QUEEN'S MARQUE
STREET 2: 600-1741 LOWER WATER STREET
CITY: HALIFAX
STATE: A5
ZIP: B3J 0J2
BUSINESS PHONE: (585) 678-7100
MAIL ADDRESS:
STREET 1: QUEEN'S MARQUE
STREET 2: 600-1741 LOWER WATER STREET
CITY: HALIFAX
STATE: A5
ZIP: B3J 0J2
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Constellation Capital LLC
CENTRAL INDEX KEY: 0001807236
ORGANIZATION NAME:
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0228
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38496
FILM NUMBER: 24858661
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
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Greenstar Canada Investment Limited Partnership
CENTRAL INDEX KEY: 0001746720
ORGANIZATION NAME:
STATE OF INCORPORATION: A1
FISCAL YEAR END: 0228
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38496
FILM NUMBER: 24858664
BUSINESS ADDRESS:
STREET 1: 1055 WEST HASTINGS STREET
STREET 2: SUITE 1700
CITY: VANCOUVER
STATE: A1
ZIP: V6E 2E9
BUSINESS PHONE: 585-678-7100
MAIL ADDRESS:
STREET 1: 1055 WEST HASTINGS STREET
STREET 2: SUITE 1700
CITY: VANCOUVER
STATE: A1
ZIP: V6E 2E9
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Greenstar Canada Investment Corp
CENTRAL INDEX KEY: 0001746721
ORGANIZATION NAME:
STATE OF INCORPORATION: A1
FISCAL YEAR END: 0228
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38496
FILM NUMBER: 24858663
BUSINESS ADDRESS:
STREET 1: 1055 WEST HASTINGS STREET
STREET 2: SUITE 1700
CITY: VANCOUVER
STATE: A1
ZIP: V6E 2E9
BUSINESS PHONE: 585-678-7100
MAIL ADDRESS:
STREET 1: 1055 WEST HASTINGS STREET
STREET 2: SUITE 1700
CITY: VANCOUVER
STATE: A1
ZIP: V6E 2E9
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: CBG Holdings LLC
CENTRAL INDEX KEY: 0001749974
ORGANIZATION NAME:
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0228
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38496
FILM NUMBER: 24858659
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
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Canopy Growth Corp
CENTRAL INDEX KEY: 0001737927
STANDARD INDUSTRIAL CLASSIFICATION: MEDICINAL CHEMICALS & BOTANICAL PRODUCTS [2833]
ORGANIZATION NAME: 03 Life Sciences
IRS NUMBER: 000000000
STATE OF INCORPORATION: Z4
FISCAL YEAR END: 0331
BUSINESS ADDRESS:
STREET 1: 1 HERSHEY DRIVE
CITY: SMITH FALLS
STATE: A6
ZIP: K7A0A8
BUSINESS PHONE: 855-558-9333
MAIL ADDRESS:
STREET 1: 1 HERSHEY DRIVE
CITY: SMITH FALLS
STATE: A6
ZIP: K7A0A8
4
1
ownership.xml
4
X0508
4
2024-04-18
0001737927
Canopy Growth Corp
CGC
0000016918
CONSTELLATION BRANDS, INC.
207 HIGH POINT DRIVE BUILDING 100
VICTOR
NY
14564
false
false
true
false
0001746720
Greenstar Canada Investment Limited Partnership
1055 DUNSMUIR STREET SUITE 3000
VANCOUVER
A1
V7X 1K8
BRITISH COLUMBIA, CANADA
false
false
true
false
0001746721
Greenstar Canada Investment Corp
1055 DUNSMUIR STREET SUITE 3000
VANCOUVER
A1
V7X 1K8
BRITISH COLUMBIA, CANADA
false
false
true
false
0001679057
Constellation Brands Canada Holdings ULC
QUEEN'S MARQUE
600-1741 LOWER WATER STREET
HALIFAX
A5
B3J 0J2
NOVA SCOTIA, CANADA
false
false
true
false
0001807236
Constellation Capital LLC
207 HIGH POINT DRIVE BUILDING 100
VICTOR
NY
14564
false
false
true
false
0001051699
CONSTELLATION INTERNATIONAL HOLDINGS LTD
207 HIGH POINT DRIVE BUILDING 100
VICTOR
NY
14564
false
false
true
false
0001749974
CBG Holdings LLC
207 HIGH POINT DRIVE BUILDING 100
VICTOR
NY
14564
false
false
true
false
false
Common Shares
2024-04-18
4
J
false
6699925
D
0
I
by Greenstar Canada Investment Limited Partnership
Common Shares
2024-04-18
4
J
false
10450000
D
0
I
by CBG Holdings LLC
Exchangeable Shares
2024-04-18
4
J
false
6699925
A
Common Shares
6699925
6699925
I
by Greenstar Canada Investment Limited Partnership
Exchangeable Shares
2024-04-18
4
J
false
10450000
A
Common Shares
10450000
10450000
I
by CBG Holdings LLC
Exchangeable Shares
2024-04-18
4
J
false
9111549
6.47
A
Common Shares
9111549
15811474
I
by Greenstar Canada Investment Limited Partnership
On April 18, 2024, Greenstar Canada Investment Limited Partnership ("GCILP") and CBG Holdings LLC ("CBG") exchanged their Common Shares of Canopy Growth Corporation (the "Issuer") for non-voting and non-participating exchangeable shares ("Exchangeable Shares") of the Issuer on a one-for-one basis.
In December 2023, the Issuer effected a reverse stock split at a ratio of one-for-ten. As a result, the Common Shares held by GCILP and CBG decreased by 60,299,333 Common Shares and 94,050,000 Common Shares, respectively.
These shares are owned directly by GCILP, whose general partner is Greenstar Canada Investment Corporation ("GCIC"), which is a wholly-owned subsidiary of Constellation Brands Canada Holdings ULC ("CBCH"), which is a wholly-owned subsidiary of Constellation Capital LLC ("CC"), which is a wholly-owned subsidiary of Constellation International Holdings Limited ("CIHL"), which is a wholly-owned subsidiary of Constellation Brands, Inc. ("CBI"). GCIC, CBCH, CC, CIHL and CBI are indirect beneficial owners of the reported shares.
These shares are owned directly by CBG, which is a wholly-owned indirect subsidiary of CBI. CBI is the only Reporting Person that has a pecuniary interest in these shares.
The Exchangeable Shares are convertible into Common Shares on a one-for-one basis at any time at the election of the holder. The Exchangeable Shares are perpetual and therefore have no expiration date.
On April 18, 2024, GCILP entered into an Exchange Agreement, dated April 18, 2024 (the "Exchange Agreement"), with the Issuer whereby GCILP agreed to exchange a portion of the Issuer's C$100 million promissory note for 9,111,549 Exchangeable Shares. The number of Exchangeable Shares issued to GCILP was calculated based on a price per share of C$8.91. The price of derivative security reported in column 8 was based on an exchange rate of 1.3773 Canadian dollars to 1 U.S. dollar.
/s/ Brian Bennett, Senior Vice President & Assistant Secretary of Constellation Brands, Inc.
2024-04-19
/s/ Brian Bennett, Secretary of Greenstar Canada Investment Corporation, acting as General Partner of Greenstar Canada Investment Limited Partnership
2024-04-19
/s/ Brian Bennett, Secretary of Greenstar Canada Investment Corporation
2024-04-19
/s/ Brian Bennett, Secretary of Constellation Brands Canada Holdings ULC
2024-04-19
/s/ Brian Bennett, Secretary of Constellation Capital LLC
2024-04-19
/s/ Brian Bennett, Secretary of Constellation International Holdings Limited
2024-04-19
/s/ Brian Bennett, Secretary of CBG Holdings LLC
2024-04-19