Constellation Brands, Inc. Quarterly report pursuant to Section 13 or 15(d)

Quarterly report pursuant to Section 13 or 15(d)

Borrowings (Tables)

Borrowings (Tables)

3 Months Ended

May 31, 2017

As of May 31, 2017, our accounts receivable securitization facilities are as follows:



	Outstanding Borrowings		Weighted Average Interest Rate		Remaining Borrowing Capacity
(in millions)
CBI Facility	$	198.2	1.9	%	$	101.8
Crown Facility	$	206.0	1.9	%	$	4.0

Borrowings consist of the following:



	May 31, 2017						February 28, 2017
	Current		Long-term		Total		Total
(in millions)
Notes payable to banks
Senior Credit Facility – Revolving Credit Loans	$	505.0	$	—	$	505.0	$	231.0
Other	483.1		—		483.1		375.5
	$	988.1	$	—	$	988.1	$	606.5

Long-term debt
Senior Credit Facility – Term Loans	$	129.0	$	2,458.1	$	2,587.1	$	3,787.5
Senior Notes	—		5,401.2		5,401.2		4,617.0
Other	17.2		217.9		235.1		227.1
	$	146.2	$	8,077.2	$	8,223.4	$	8,631.6

Accordingly, as of May 31, 2017, information with respect to borrowings under the 2016 Credit Agreement is as follows:



	Revolving Credit Facility			U.S. Term A-1 Facility ⁽¹⁾			European Term A Facility ⁽¹⁾			European Term A-1 Facility ⁽¹⁾			European Term A-2 Facility ⁽¹⁾
(in millions)
Outstanding borrowings	$	505.0		$	237.4		$	1,299.4		$	662.4		$	387.9
Interest rate	2.5		%	2.7		%	2.5		%	2.5		%	2.5		%
LIBOR margin	1.5		%	1.75		%	1.5		%	1.5		%	1.5		%
Outstanding letters of credit	$	17.5
Remaining borrowing capacity	$	627.5


⁽¹⁾	Outstanding term loan facility borrowings are net of unamortized debt issuance costs.

In May 2017, we issued $1,500.0 million aggregate principal amount of Senior Notes (the “May 2017 Senior Notes”). Proceeds from this offering, net of discount and debt issuance costs, were $1,483.8 million. The May 2017 Senior Notes consist of:



	Date of
	Maturity	Interest Payments	Principal
(in millions)
2.70% Senior Notes ^{(1) (2)}	May 2022	May/Nov	$	500.0
3.50% Senior Notes ^{(1) (3)}	May 2027	May/Nov	$	500.0
4.50% Senior Notes ^{(1) (4)}	May 2047	May/Nov	$	500.0


⁽¹⁾	Senior unsecured obligations which rank equally in right of payment to all of our existing and future senior unsecured indebtedness. Guaranteed by certain of our U.S. subsidiaries on a senior unsecured basis.

⁽²⁾

Redeemable, in whole or in part, at our option at any time prior to April 9, 2022, at a redemption price equal to 100% of the outstanding principal amount, plus accrued and unpaid interest and a make-whole payment based on the present value of the future payments at the adjusted Treasury Rate plus 15 basis points. On or after April 9, 2022, redeemable, in whole or in part, at our option at any time at a redemption price equal to 100% of the outstanding principal amount, plus accrued and unpaid interest.

⁽³⁾

Redeemable, in whole or in part, at our option at any time prior to February 9, 2027, at a redemption price equal to 100% of the outstanding principal amount, plus accrued and unpaid interest and a make-whole payment based on the present value of the future payments at the adjusted Treasury Rate plus 20 basis points. On or after February 9, 2027, redeemable, in whole or in part, at our option at any time at a redemption price equal to 100% of the outstanding principal amount, plus accrued and unpaid interest.

⁽⁴⁾

Redeemable, in whole or in part, at our option at any time prior to November 9, 2046, at a redemption price equal to 100% of the outstanding principal amount, plus accrued and unpaid interest and a make-whole payment based on the present value of the future payments at the adjusted Treasury Rate plus 25 basis points. On or after November 9, 2046, redeemable, in whole or in part, at our option at any time at a redemption price equal to 100% of the outstanding principal amount, plus accrued and unpaid interest.

Required principal repayments under senior credit facility term loan obligations

As of May 31, 2017, the required principal repayments of the term loans under the 2016 Credit Agreement (excluding unamortized debt issuance costs of $10.6 million) for the remaining nine months of fiscal 2018 and for each of the remaining succeeding fiscal years are as follows:



	U.S. Term A-1 Facility		European Term A Facility		European Term A-1 Facility		European Term A-2 Facility		Total
(in millions)
2018	$	1.8	$	53.7	$	26.2	$	15.0	$	96.7
2019	2.4		71.5		35.0		20.0		128.9
2020	2.4		71.5		35.0		20.0		128.9
2021	2.4		1,108.3		35.0		20.0		1,165.7
2022	228.7		—		533.8		315.0		1,077.5
	$	237.7	$	1,305.0	$	665.0	$	390.0	$	2,597.7