CONSTELLATION BRANDS, INC.STZ
CONSTELLATION BRANDS, INC. Debt Disclosure
BORROWINGS
Borrowings consist of the following:
| February 28, 2026 | February 28, 2025 | ||||||||||||||||||||||
| Current | Long-term | Total | Total | ||||||||||||||||||||
| (in millions) | |||||||||||||||||||||||
| Short-term borrowings | |||||||||||||||||||||||
| Commercial paper | $ | 272.0 | $ | 806.7 | |||||||||||||||||||
| $ | 272.0 | $ | 806.7 | ||||||||||||||||||||
| Long-term debt | |||||||||||||||||||||||
| Senior notes | $ | 599.5 | $ | 9,685.8 | $ | 10,285.3 | $ | 10,682.3 | |||||||||||||||
| Other | 4.1 | 7.1 | 11.2 | 8.7 | |||||||||||||||||||
| $ | 603.6 | $ | 9,692.9 | $ | 10,296.5 | $ | 10,691.0 | ||||||||||||||||
BANK FACILITIES
2025 Credit Agreement
In April 2025, the Company, CB International, the Administrative Agent, and certain other lenders entered into the 2025 Restatement Agreement that amended and restated our then-existing credit facility (as amended and restated by the 2025 Restatement Agreement, the 2025 Credit Agreement). The principal changes effected by the 2025 Restatement Agreement were (i) refinancing the existing $2.25 billion revolving credit facility, (ii) extending its maturity to April 28, 2030, and (iii) refining certain negative covenants.
2025 Term Credit Agreement
In May 2025, the Company, the Administrative Agent, and certain other lenders entered into the 2025 Term Credit Agreement. The 2025 Term Credit Agreement provided for a six-month delayed draw $500.0 million term loan facility. Effective October 21, 2025, we terminated all commitments under the 2025 Term Credit Agreement.
General
We and our subsidiaries are subject to covenants that are contained in the 2025 Credit Agreement, including those restricting the incurrence of additional subsidiary indebtedness, additional liens, mergers and consolidations, transactions with affiliates, and sale and leaseback transactions, in each case subject to numerous conditions, exceptions, and thresholds. The financial covenants are limited to a minimum interest coverage ratio and a maximum net leverage ratio.
Our senior credit facility permits us to elect, subject to the willingness of existing or new lenders to fund such increase and other customary conditions, to increase the revolving credit commitments. The increased commitments may be an unlimited amount so long as our net leverage ratio, as defined and computed pursuant to our senior credit facility, is no greater than 4.00 to 1.00 subject to certain limitations for the period defined pursuant to our senior credit facility.
Information with respect to borrowings under our bank facilities is as follows:
| Outstanding borrowings | Interest rate | SOFR margin | Outstanding letters of credit | Remaining borrowing capacity | |||||||||||||||||||||||||
| (in millions) | |||||||||||||||||||||||||||||
| February 28, 2026 | |||||||||||||||||||||||||||||
Revolving credit facility (1) (2) (3) | $ | — | —% | —% | $ | 11.3 | $ | 1,966.6 | |||||||||||||||||||||
| February 28, 2025 | |||||||||||||||||||||||||||||
Revolving credit facility (2) (3) (4) | $ | — | —% | —% | $ | 11.3 | $ | 1,430.7 | |||||||||||||||||||||
(1)Net of outstanding revolving credit facility borrowings and outstanding letters of credit under the 2025 Credit Agreement, and outstanding borrowings under our commercial paper program of $272.1 million (excluding unamortized discount) (see “Commercial paper program” below).
(2)Contractual interest rate varies based on our debt rating (as defined in the agreement) and is a function of SOFR plus a margin and a credit spread adjustment, or the base rate plus a margin, or, in certain circumstances where SOFR cannot be adequately ascertained or available, an alternative benchmark rate plus a margin.
(3)We and/or CB International are the borrower under the $2,250.0 million revolving credit facility. Includes a sub-facility for letters of credit of up to $200.0 million.
(4)Net of outstanding revolving credit facility borrowings and outstanding letters of credit under our then-existing senior credit facility, and outstanding borrowings under our commercial paper program of $808.0 million (excluding unamortized discount) (see “Commercial paper program” below).
Commercial paper program
We have a commercial paper program which provides for the issuance of up to an aggregate principal amount of $2.25 billion of commercial paper. Our commercial paper program is backed by unused commitments under our revolving credit facility under our 2025 Credit Agreement. Accordingly, outstanding borrowings under our commercial paper program reduce the amount available under our revolving credit facility. Information with respect to our outstanding commercial paper borrowings is as follows:
| February 28, 2026 | February 28, 2025 | ||||||||||
| (in millions) | |||||||||||
Outstanding borrowings (1) | $ | 272.0 | $ | 806.7 | |||||||
| Weighted average annual interest rate | 3.9% | 4.7% | |||||||||
| Weighted average remaining term | 6 days | 13 days | |||||||||
(1)Outstanding commercial paper borrowings are net of unamortized discount.
Pre-issuance hedge contracts
In February 2026, we entered into Pre-issuance hedge contracts, which were designated as cash flow hedges. As a result, we have hedged the treasury rate on $50.0 million of future debt issuances. Upon the termination and settlement of these contracts, the unrealized gain (loss) will be recognized in AOCI within our consolidated balance sheets and amortized to interest expense, net within our consolidated results of operations.
Senior notes
Information on our senior notes, all of which are senior unsecured obligations that rank equally in right of payment to all of our existing and future senior unsecured indebtedness, is as follows:
| Date of | Outstanding Balance (1) | ||||||||||||||||||||||||||||||||||
| Principal | Issuance | Maturity | Interest Payments | February 28, 2026 | February 28, 2025 | ||||||||||||||||||||||||||||||
| (in millions) | |||||||||||||||||||||||||||||||||||
4.75% Senior Notes (2) | $ | 400.0 | Dec 2015 | Dec 2025 | Jun/Dec | $ | — | $ | 399.5 | ||||||||||||||||||||||||||
3.70% Senior Notes (3) | $ | 600.0 | Dec 2016 | Dec 2026 | Jun/Dec | 599.5 | 598.9 | ||||||||||||||||||||||||||||
3.50% Senior Notes (3) | $ | 500.0 | May 2017 | May 2027 | May/Nov | 499.3 | 498.8 | ||||||||||||||||||||||||||||
4.50% Senior Notes (3) | $ | 500.0 | May 2017 | May 2047 | May/Nov | 494.4 | 494.2 | ||||||||||||||||||||||||||||
3.60% Senior Notes (3) | $ | 700.0 | Feb 2018 | Feb 2028 | Feb/Aug | 698.6 | 697.9 | ||||||||||||||||||||||||||||
4.10% Senior Notes (3) | $ | 600.0 | Feb 2018 | Feb 2048 | Feb/Aug | 593.7 | 593.4 | ||||||||||||||||||||||||||||
4.40% Senior Notes | $ | 500.0 | Oct 2018 | Nov 2025 | May/Nov | — | 499.5 | ||||||||||||||||||||||||||||
4.65% Senior Notes (3) | $ | 500.0 | Oct 2018 | Nov 2028 | May/Nov | 498.5 | 497.9 | ||||||||||||||||||||||||||||
5.25% Senior Notes (3) | $ | 500.0 | Oct 2018 | Nov 2048 | May/Nov | 494.3 | 494.1 | ||||||||||||||||||||||||||||
3.15% Senior Notes (3) | $ | 800.0 | Jul 2019 | Aug 2029 | Feb/Aug | 797.6 | 796.8 | ||||||||||||||||||||||||||||
2.875% Senior Notes (3) | $ | 600.0 | Apr 2020 | May 2030 | May/Nov | 597.4 | 596.8 | ||||||||||||||||||||||||||||
3.75% Senior Notes (3) | $ | 600.0 | Apr 2020 | May 2050 | May/Nov | 591.3 | 591.0 | ||||||||||||||||||||||||||||
2.25% Senior Notes (3) | $ | 1,000.0 | Jul 2021 | Aug 2031 | Feb/Aug | 993.1 | 991.8 | ||||||||||||||||||||||||||||
4.35% Senior Notes (3) | $ | 600.0 | May 2022 | May 2027 | May/Nov | 599.2 | 598.4 | ||||||||||||||||||||||||||||
4.75% Senior Notes (3) | $ | 700.0 | May 2022 | May 2032 | May/Nov | 695.7 | 695.0 | ||||||||||||||||||||||||||||
5.00% Senior Notes (4) | $ | 500.0 | Feb 2023 | Feb 2026 | Feb/Aug | — | 499.0 | ||||||||||||||||||||||||||||
4.90% Senior Notes (3) | $ | 750.0 | May 2023 | May 2033 | May/Nov | 742.7 | 741.6 | ||||||||||||||||||||||||||||
4.80% Senior Notes (3) | $ | 400.0 | Jan 2024 | Jan 2029 | Jan/Jul | 398.3 | 397.7 | ||||||||||||||||||||||||||||
4.80% Senior Notes (3) | $ | 500.0 | May 2025 | May 2030 | May/Nov | 496.5 | — | ||||||||||||||||||||||||||||
4.95% Senior Notes (3) | $ | 500.0 | Oct 2025 | Nov 2035 | May/Nov | 495.2 | — | ||||||||||||||||||||||||||||
| $ | 10,285.3 | $ | 10,682.3 | ||||||||||||||||||||||||||||||||
(1)Amounts are net of unamortized debt issuance costs and unamortized discounts, where applicable.
(2)Redeemed prior to maturity in July 2025, using proceeds from the 2025 Wine Divestitures and cash on hand, 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 the stated redemption date 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 applicable treasury rate plus the stated basis points. On or after the stated redemption date, the notes are 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.
| Redemption | |||||||||||
| Stated Redemption Date | Stated Basis Points | ||||||||||
3.70% Senior Notes due December 2026 | Sept 2026 | 25 | |||||||||
3.50% Senior Notes due May 2027 | Feb 2027 | 20 | |||||||||
4.50% Senior Notes due May 2047 | Nov 2046 | 25 | |||||||||
3.60% Senior Notes due February 2028 | Nov 2027 | 15 | |||||||||
4.10% Senior Notes due February 2048 | Aug 2047 | 20 | |||||||||
4.65% Senior Notes due November 2028 | Aug 2028 | 25 | |||||||||
| Redemption | |||||||||||
| Stated Redemption Date | Stated Basis Points | ||||||||||
5.25% Senior Notes due November 2048 | May 2048 | 30 | |||||||||
3.15% Senior Notes due August 2029 | May 2029 | 20 | |||||||||
2.875% Senior Notes due May 2030 | Feb 2030 | 35 | |||||||||
3.75% Senior Notes due May 2050 | Nov 2049 | 40 | |||||||||
2.25% Senior Notes due August 2031 | May 2031 | 15 | |||||||||
4.35% Senior Notes due May 2027 | Apr 2027 | 25 | |||||||||
4.75% Senior Notes due May 2032 | Feb 2032 | 30 | |||||||||
4.90% Senior Notes due May 2033 | Feb 2033 | 25 | |||||||||
4.80% Senior Notes due January 2029 | Dec 2028 | 15 | |||||||||
4.80% Senior Notes due May 2030 | Apr 2030 | 20 | |||||||||
4.95% Senior Notes due November 2035 | Aug 2035 | 15 | |||||||||
(4)Redeemed prior to maturity in June 2025, using proceeds from the 2025 Wine Divestitures, at a redemption price equal to 100% of the outstanding principal amount plus accrued and unpaid interest.
Indentures
Our indentures relating to our outstanding senior notes contain certain covenants, including, but not limited to: (i) a limitation on liens on certain assets, (ii) a limitation on certain sale and leaseback transactions, and (iii) restrictions on mergers, consolidations, and the transfer of all or substantially all of our assets to another person.
Subsidiary credit facilities
General
We have additional credit arrangements totaling $56.0 million and $46.7 million as of February 28, 2026, and February 28, 2025, respectively. As of February 28, 2026, and February 28, 2025, amounts outstanding under these arrangements were $11.2 million and $8.7 million, respectively, the majority of which is classified as long-term as of the respective date. These arrangements primarily support the financing needs of our domestic and foreign subsidiary operations. Interest rates and other terms of these borrowings vary from country to country, depending on local market conditions.
Debt payments
As of February 28, 2026, the required principal repayments under long-term debt obligations (excluding unamortized debt issuance costs and unamortized discounts of $44.6 million and $20.1 million, respectively) for each of the five succeeding fiscal years and thereafter are as follows:
| (in millions) | |||||
| Fiscal 2027 | $ | 604.1 | |||
| Fiscal 2028 | 1,802.6 | ||||
| Fiscal 2029 | 901.2 | ||||
| Fiscal 2030 | 801.3 | ||||
| Fiscal 2031 | 1,101.4 | ||||
| Thereafter | 5,150.6 | ||||
| $ | 10,361.2 | ||||
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Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2026 | Apr 22, 2026 | Showing above |
| 2025 | Apr 23, 2025 | |
| 2024 | Apr 23, 2024 | |
| 2023 | Apr 20, 2023 | |
| 2022 | Apr 21, 2022 | |
| 2021 | Apr 20, 2021 | |
| 2020 | Apr 21, 2020 | |
| 2019 | Apr 23, 2019 | |
| 2018 | Apr 23, 2018 | |
| 2017 | Apr 27, 2017 | |
| 2016 | Apr 25, 2016 | |
About Debt Disclosures
Debt disclosures detail a company's borrowing structure — the types of instruments, interest rates, maturity schedule, and covenant restrictions that define its financial obligations and flexibility. This section is essential for assessing refinancing risk, interest rate exposure, and the margin of safety against financial distress.
Key signals: the maturity schedule reveals concentration risk — large maturities within 1-2 years during tight credit markets can force dilutive refinancing or asset sales. Compare the fair value of debt against carrying amount to gauge whether the market views the company's credit risk differently than the balance sheet suggests. Watch covenant compliance disclosures for tightening cushions, especially leverage and interest coverage ratios. Variable-rate debt exposure quantifies sensitivity to interest rate changes. Secured versus unsecured mix affects recovery rates and future borrowing capacity. Compare net debt-to-EBITDA against industry peers and covenant limits to assess financial health.