Business Context and Reporting Period
Company: Constellation Brands, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: September 30, 2004
Reporting Period: Second quarter ended August 31, 2004
This filing serves to announce the Company's results of operations and financial condition for the second quarter. The detailed financial data is contained in a press release attached as Exhibit 99.1 and incorporated by reference.
Key Financial Metrics
Revenue, Profit, Cash Flow, Margins, Debt, and Liquidity: The provided text does not contain specific numerical values for revenue, profit, cash flow, margins, debt, or liquidity. These figures are located in the attached press release (Exhibit 99.1) which is referenced but not included in the input text.
Non-GAAP Measures: The Company utilizes "comparable" measures to evaluate continuing operations. These measures exclude specific items to provide insight into underlying business trends.
Material Changes and Adjustments
The filing details specific adjustments made to derive "comparable" results from GAAP figures. The following items are excluded from comparable results:
- Cost of goods sold increases due to inventory step-up flow-through from the acquisition of BRL Hardy Limited (Hardy Wine Company Limited).
- Imputed interest charges associated with the Hardy acquisition.
- Financing costs.
- Restructuring and related charges, including costs for exiting the United States commodity concentrate product line.
- Gains on changes in fair value of derivative instruments.
- Relief from certain excise tax, duty, and other costs incurred in prior years.
Guidance, Outlook, and Risks
Guidance and Outlook: The press release includes projections and guidance. Management notes that these involve risks and uncertainties that cannot be foreseen, and actual results may vary materially from forecasts.
Risks and Contingencies: The filing explicitly references "Forward-Looking Statements" in the attached release for a detailed discussion of risks. The information in this 8-K is "furnished" and not "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, limiting liability exposure for the forward-looking content.
Investor Verification Checklist
- Review Exhibit 99.1 (Press Release) for specific GAAP and non-GAAP financial figures for the quarter ended August 31, 2004.
- Verify the reconciliation between GAAP and "comparable" non-GAAP measures as required by Regulation G.
- Examine the "Forward-Looking Statements" section in the press release for specific risks affecting future guidance.
- Assess the impact of the BRL Hardy acquisition on cost of goods sold and interest charges.
- Confirm the status of the exit from the U.S. commodity concentrate product line and associated restructuring costs.