Delivers Enterprise Net Sales Growth in Softer Consumer Demand Environment and
Drives Significant Operating Leverage Through Cost Savings and Efficiency Initiatives

Exceeds Operating and Free Cash Flow Outlook and Returns Nearly $1.9 Billion to Shareholders
in Fiscal 2025, Including Over $1.1 Billion in Share Repurchases

Issues Fiscal 2026 Outlook and Provides Updated Outlook for Fiscal 2027 and Fiscal 2028,
Including a New 3-Year $4 Billion Share Repurchase Authorization (1)

(1) Outlook for fiscal 2026 to fiscal 2028 reflect the anticipated impact of the tariffs announced by the U.S. government on April 2, 2025 and the Canadian government on March 4, 2025.

(2) Definitions of reported, comparable, adjusted, and organic as well as reconciliations of non-GAAP financial measures, are contained elsewhere in this news release. Comparable, adjusted, and organic amounts are non-GAAP financial measures.

The company had approximately 48 million hectoliters of capacity across its existing facilities in Mexico at the end of fiscal 2025. From fiscal 2026 to fiscal 2028, the company expects approximately $2 billion of capital expenditures primarily to continue the modular development of its third brewery site at Veracruz and other additions at existing facilities in Mexico. By the end of Fiscal 2028, we expect to increase our capacity in Mexico to approximately 55 million hectoliters to support the anticipated growth of our high-end beer brands.

(3) Includes adjustments to remove volumes associated with the SVEDKA Divestiture (as defined below) for the period January 6, 2024, through February 29, 2024, included in the year ended and three months ended February 29, 2024.

(4) Year ended and three months ended February 29, 2024, includes $22.6 million of net sales and $10.0 million of gross profit less marketing that are no longer part of the wine and spirits segment results due to the SVEDKA Divestiture.

The table sets forth management's current expectations for fiscal 2027 and fiscal 2028 compared to the November 2023 Investor Day Presentation and subsequent updates provided following the conclusion of fiscal 2024. Expectations for fiscal 2027 and fiscal 2028 reflect the anticipated impact of the tariffs announced by the U.S. government on April 2, 2025 and the Canadian government on March 4, 2025.

(5) Weighted average diluted shares outstanding outlook inclusive of anticipated share repurchases under new $4 billion share repurchase authorization that replaced the previous authorization in its entirety.

DD = double digit; HSD = high single digit; LDD = low double digit; LSD = low single digit; MSD = mid single digit; N/A = not applicable; YoY = year-over-year

Reported basis (“reported”) are derived from amounts as reported under generally accepted accounting principles in the U.S. Comparable basis (“comparable”) are amounts which exclude items that affect comparability (“comparable adjustments”), as they are not reflective of core operations of the segments. The company’s measure of segment profitability excludes comparable adjustments, which is consistent with the measure used by management to evaluate results. The company discusses various non-GAAP measures in this news release (“release”). Financial statements, as well as supplemental schedules and tables reconciling non-GAAP measures, together with definitions of these measures and the reasons management uses these measures, are included in this release.

The statements made under the heading Outlook and all statements other than statements of historical fact set forth in this release, including statements regarding our business strategy, growth plans and focus areas, the anticipated impact of the tariffs announced by the U.S. government on April 2, 2025 and the Canadian government on March 4, 2025, cost savings, restructuring, and efficiency initiatives and anticipated benefits, competitive position, Beer Business capital expansion, future operations, financial position, expected net sales, expenses, operating income, operating margin, operating leverage, equity In earnings, interest expense, net, tax rates, non-controlling interests, shares outstanding, operating cash flow, capital expenditures, free cash flow, EPS, future payments of dividends, amount, manner, and timing of share repurchases under the share repurchase authorization, access to capital markets, liquidity and capital resources, the 2025 Wine Divestitures Transaction and the repositioning of our Wine and Spirits Business, and prospects, plans, and objectives of management, as well as information concerning expected actions of third parties, are forward-looking statements (collectively, “Projections”) that involve risks and uncertainties, many of which are beyond our control, and which could cause actual results to differ materially from those set forth in, or implied by, the Projections.

When used in this release, the words “anticipate,” “believe,” “expect,” “intend,” “outlook,” “will,“ and similar expressions are intended to identify Projections, although not all Projections contain such identifying words. All Projections speak only as of the date of this release. We undertake no obligation to update or revise any Projections, whether as a result of new information, future events, or otherwise. The Projections are based on management’s current estimates, expectations, plans, and timetables, and, unless otherwise noted, do not take into account the impact of any future acquisition, investment, merger, or other business combination, divestiture (including any associated amount of incremental contingent consideration payment paid or received) including the 2025 Wine Divestitures Transaction, cost savings, restructuring, or efficiency initiatives, tariff changes, or financing or share repurchases that may be completed after the issuance of this release. Although we believe that the estimates, expectations, plans, and timetables, reflected in the Projections are reasonable, we can give no assurance that such estimates, expectations, plans, and timetables, will prove to be correct. In addition to the risks and uncertainties of ordinary business operations and conditions in the general economy and markets in which we compete, the Projections contained in this release are also subject to the risk, uncertainty, and possible variance from our current expectations regarding:

(unaudited)

			February 28, 2025						February 29, 2024
ASSETS
Current assets:
Cash and cash equivalents			$	68.1					$	152.4
Accounts receivable			736.5						832.8
Inventories			1,437.2						2,078.3
Prepaid expenses and other			561.1						666.0
Assets held for sale			913.5						—
Total current assets			3,716.4						3,729.5
Property, plant, and equipment			7,409.8						8,055.2
Goodwill			5,126.8						7,980.3
Intangible assets			2,532.3						2,731.7
Deferred income taxes			1,805.3						2,055.0
Other assets			1,061.7						1,140.0
Total assets			$	21,652.3					$	25,691.7
LIABILITIES AND STOCKHOLDER’S EQUITY
Current liabilities:
Short-term borrowings			$	806.7					$	241.4
Current maturities of long-term debt			1,402.0						956.8
Accounts payable			939.8						1,107.1
Other accrued expenses and liabilities			886.7						836.4
Total current liabilities			4,035.2						3,141.7
Long-term debt, less current maturities			9,289.0						10,681.1
Deferred income taxes and other liabilities			1,193.3						1,804.3
Total liabilities			14,517.5						15,627.1
CBI stockholders’ equity			6,882.0						9,743.1
Noncontrolling interests			252.8						321.5
Total stockholders’ equity			7,134.8						10,064.6
Total liabilities and stockholders’ equity			$	21,652.3					$	25,691.7

(unaudited)

(unaudited)

For periods of acquisition, we define organic net sales as current period reported net sales less net sales of products of acquired businesses reported for the current period, as appropriate. For periods of divestiture, we define organic net sales as prior period reported net sales less net sales of products of divested businesses reported for the prior period, as appropriate. We provide organic net sales because management uses this information in monitoring and evaluating the underlying business trends of our core operations. Wine and Spirits net sales are provided by channel and market categories as management uses this information to monitor this business. In addition, we believe this information provides investors, financial analysts covering the Company, rating agencies, and other external users (“our investors”) valuable insight on underlying business trends and results and, in the case of Wine and Spirits, the underlying composition of segment net sales and results, in order to evaluate year-over-year financial performance.

The divestiture impacting the periods below consists of the sale of the SVEDKA brand and related assets (the "SVEDKA Divestiture") (sold January 6, 2025).

(1)For the period January 6, 2024, through February 29, 2024, included in the three months ended and year ended February 29, 2024.

(2)Wine and Spirits net sales by channel and market categories are as follows:

(unaudited)

(1)Depletions represent U.S. distributor shipments of our respective branded products to retail customers, based on third-party data.

(2)Includes an adjustment to remove volumes associated with the craft beer brand divestitures for the period March 1, 2023, through May 31, 2023, included in the year ended February 29, 2024.

(3)Includes adjustments to remove volumes associated with the SVEDKA Divestiture for the period January 6, 2024, through February 29, 2024, included in the three months ended and year ended February 29, 2024.

(unaudited)

Management excludes items that affect comparability from its evaluation of the results of each operating segment as these comparable adjustments are not reflective of core operations of the segments. Segment operating performance and the incentive compensation of segment management are evaluated based on core segment operating income (loss) which does not include the impact of these comparable adjustments.

(1)See page 14 for further information on comparable adjustments.

(unaudited)

We report our financial results in accordance with GAAP. However, non-GAAP financial measures, as defined in the reconciliation tables below, are provided because management uses this information in evaluating the results of our core operations and/or internal goal setting. In addition, we believe this information provides our investors valuable insight on underlying business trends and results in order to evaluate year-over-year financial performance. See the tables below for supplemental financial data and corresponding reconciliations of these non-GAAP financial measures to GAAP financial measures for the periods presented. Non-GAAP financial measures should be considered in addition to, not as a substitute for, or superior to, our reported results prepared in accordance with GAAP.

(1)See page 14 for further information on comparable adjustments.

(2)For the period January 6, 2024, through February 29, 2024, included in the three months ended and year ended February 29, 2024.

(3)See page 16 for further information on comparable Canopy EIE.

(4)Comparable basis diluted net income (loss) per share (“comparable EPS”) may not sum due to rounding as each item is computed independently. The comparable adjustments and comparable EPS are calculated on a fully dilutive basis. On a comparable basis, for the three months ended and year ended February 28, 2025, we have included 0.259 million and 0.429 million weighted average common shares outstanding, respectively, as the effect of including these would have been anti-dilutive on a reported basis.

(unaudited)

The comparable adjustments that impacted comparability in our results for each period are as follows:

Net gain (loss) on undesignated commodity derivative contracts represents a net gain (loss) from the changes in fair value of undesignated commodity derivative contracts. The net gain (loss) is reported outside of segment operating results until such time that the underlying exposure is recognized in the segment operating results. At settlement, the net gain (loss) from the changes in fair value of the undesignated commodity derivative contracts is reported in the appropriate operating segment, allowing the results of our operating segments to reflect the economic effects of the commodity derivative contracts without the resulting unrealized mark to fair value volatility.

We recognized costs in connection with certain activities which are intended to streamline, increase efficiencies, and reduce our cost structure primarily within our Wine and Spirits segment.

In connection with acquisitions, the allocation of purchase price in excess of book value for certain inventories on hand at the date of acquisition is referred to as inventory step-up. Inventory step-up represents an assumed manufacturing profit attributable to the acquired business prior to acquisition.

We recognized goodwill and intangible assets impairments in connection with continued negative trends within our Wine and Spirits business primarily attributable to our U.S. wholesale market, driven by declines in both the overall wine market and in our mainstream and premium wine brands.

We recognized an impairment in connection the expected sale primarily centered around our remaining mainstream wine brands and associated wineries, vineyards, offices, and facilities.

We recognized costs in connection with transition services agreements related to the previous sale of a portion of our wine and spirits business.

We recognized costs in connection with our investments, acquisitions, and divestitures.

We recognized a net gain (loss) from the (i) SVEDKA Divestiture (three months ended and year ended February 28, 2025) and (ii) divestitures related to the craft beer business (year ended February 29, 2024).

We recognized business interruption and other recoveries largely related to severe winter weather events.

Primarily includes the following:

			Three Months Ended												Years Ended
			February 28, 2025						February 29, 2024						February 28, 2025						February 29, 2024
Net loss on foreign currency as a result of the resolution of various tax examinations and assessments			$	—					$	—					$	(20.7)					$	—
Net loss from changes in the indemnification of liabilities associated with prior period divestitures			$	—					$	(18.3)					$	—					$	(12.7)
Decreases in estimated fair values of contingent liabilities associated with prior period acquisitions			$	7.0					$	2.0					$	7.0					$	2.0

Primarily includes the following:

			Three Months Ended												Years Ended
			February 28, 2025						February 29, 2024						February 28, 2025						February 29, 2024
Unrealized gain (loss) from the changes in fair value of our securities measured at fair value			$	(45.4)					$	—					$	(47.9)					$	(85.4)
Equity method investments impairment			$	(6.3)					$	—					$	(8.7)					$	(136.1)
Net gain (loss) in connection with Canopy exchangeable shares			$	(37.5)					$	—					$	7.2					$	—
Comparable adjustments to Canopy EIE (see page 16 for further information)			$	—					$	(25.2)					$	—					$	(256.7)

We (i) wrote-off accrued interest income related to a convertible note issued to equity method investments for the years ended February 28, 2025, and February 29, 2024, and (ii) recognized losses from the write-off of an unamortized discount and debt issuance costs in connection with the repayment of outstanding term loan facility borrowings for the year ended February 29, 2024.

The effective tax rate applied to each comparable adjustment amount is generally based upon the jurisdiction in which the comparable adjustment was recognized. We recognized a benefit from income taxes for the three months ended and year ended February 28, 2025, resulting from the goodwill impairment, net of the non-deductible portion. Comparable adjustments, (Provision for) benefit from income taxes also include items solely impacting income taxes and largely consist of the following:

The noncontrolling interest portion recognized as the result of a net income tax expense for the resolution of various tax examinations and assessments related to prior periods.

(unaudited)

Non-GAAP Canopy EIE financial measures for the three months ended and year ended February 29, 2024, are provided because management used this information to separately monitor our former equity method investment in Canopy. Financial measures excluding Canopy EIE are non-GAAP and are provided because management used this information in evaluating the results of our core operations which management determined did not include our former equity method investment in Canopy. In addition, we believe this information provides our investors valuable insight to understand how management views the Company’s performance and on underlying business trends and results in order to evaluate year-over-year financial performance of our ongoing core business, including relative to industry competitors.

(unaudited)

(1)Equity earnings (losses) and related activities are included in income (loss) from unconsolidated investments.

(2)The benefit from income taxes effective tax rate applied to our Canopy EIE is generally based on the tax rates of the legal entities that hold our investment. The comparable adjustment effective tax rate applied to each comparable adjustment amount is generally based upon the jurisdiction in which the adjustment was recognized.

(3)May not sum due to rounding as each item is computed independently. The comparable adjustments and comparable EPS are calculated on a fully dilutive basis.

(4)Effective tax rate is not considered a GAAP financial measure, for purposes of this reconciliation, we derived the reported GAAP measure based on GAAP results, which serves as the basis for the reconciliation to the comparable non-GAAP financial measure.

(unaudited)

•Signs agreement with The Wine Group to divest1 primarily mainstream wine brands and related facilities from its wine and spirits portfolio

•Retained portfolio for Constellation includes a collection of award-winning, iconic brands, predominantly priced $15 and above and in growing segments and channels

Rochester, N.Y., Apr. 9, 2025 – Constellation Brands, Inc. (NYSE: STZ), a leading beverage alcohol company, announced today that it has signed an agreement with The Wine Group to divest primarily mainstream wine brands and related vineyards and facilities from its wine portfolio. The transaction is subject to the satisfaction of certain closing conditions, including the receipt of regulatory approval, and is expected to close immediately following the end of Constellation’s first quarter of its fiscal year 2026.

Constellation’s retained wine portfolio will consist of a collection of highly regarded wines from top regions around the world, predominantly priced $15 and above. This includes iconic Napa Valley brands Robert Mondavi Winery, Schrader, Double Diamond, To Kalon Vineyard Company, Mount Veeder Winery, and The Prisoner Wine Company; the My Favorite Neighbor family of wine brands from Paso Robles; Kim Crawford from New Zealand—producer of the #1 Sauvignon Blanc in the U.S.2; acclaimed Tuscan producer Ruffino Estates and Ruffino Prosecco; sought-after gems like Sea Smoke from Santa Barbara’s Santa Rita Hills AVA, Lingua Franca from Oregon’s Willamette Valley, and more. This outstanding collection is complemented by Constellation’s award-winning craft spirits portfolio including High West whiskey, Nelson’s Green Brier whiskey, Mi CAMPO tequila, Casa Noble tequila, and others.

“This transaction reflects our multi-year strategy to reconfigure our business, resulting in a portfolio of higher-end wine and craft spirits brands that are aligned to evolving consumer preferences and help bolster our competitive position,” said Bill Newlands, President and CEO, Constellation Brands. “Concentrating our wine and spirits portfolio in higher-growth segments remains an important element of our overall business strategy and complements our higher-end beer portfolio, aiming to ensure we continue to participate in more consumer occasions across beer, wine, and spirits.”

Brands to be divested to The Wine Group include Woodbridge, Meiomi, Robert Mondavi Private Selection, Cook’s, SIMI, and J. Rogét sparkling wine, along with associated inventory, facilities, and vineyards.

In preparing to manage a more focused wine and spirits business following the anticipated close of the transaction, and to help ensure the company’s enterprise-wide structure, resources, and investments are aligned to help optimize the performance of the business and drive accelerated growth, the company is undergoing a review of its organizational structuring. This review is anticipated to deliver net annualized cost savings in excess of $200 million by fiscal year 2028. The company expects the majority of this work to be completed within its fiscal year 2026.

Additional commentary and financial information related to the transaction will be included as part of Constellation Brands fiscal year and fourth quarter 2025 earnings release and financial tables, as well as other supporting materials, posted on Wednesday, April 9, 2025, after the close of the U.S. markets on the company’s investor relations website at ir.cbrands.com.

1 We entered into a definitive agreement to fully divest and, in certain instances, exclusively license the trademarks of a portion of our wine and spirits business, primarily centered around our remaining mainstream wine brands and associated inventory, wineries, vineyards, offices, and facilities

2 #1 in dollar sales, Circana, total U.S. Multi-Outlet + Convenience, 52 weeks ended March 23, 2025

Constellation Brands (NYSE: STZ) is a leading international producer and marketer of beer, wine, and spirits with operations in the U.S., Mexico, New Zealand, and Italy. Our mission is to build brands that people love because we believe elevating human connections is Worth Reaching For. It’s worth our dedication, hard work, and calculated risks to anticipate market trends and deliver more for our consumers, shareholders, employees, and industry. This dedication is what has driven us to become one of the fastest-growing, large CPG companies in the U.S. at retail, and it drives our pursuit to deliver what’s next.

Every day, people reach for our high-end, iconic imported beer brands such as those in the Corona brand family like the flagship Corona Extra, Modelo Especial and the flavorful lineup of Modelo Cheladas, Pacifico, and Victoria; our fine wine and craft spirits brands including The Prisoner Wine Company, Robert Mondavi Winery, Casa Noble Tequila, and High West Whiskey; and our premium wine brands such as Kim Crawford.

As an agriculture-based company, we strive to operate in a way that is sustainable and responsible. Our ESG strategy is embedded into our business and we focus on serving as good stewards of the environment, investing in our communities, and promoting responsible beverage alcohol consumption. We believe these aspirations in support of our longer-term business strategy allow us to contribute to a future that is truly Worth Reaching For.

To learn more, visit www.cbrands.com and follow us on X, Instagram, and LinkedIn.

This news release contains forward-looking statements. All statements other than statements of historical fact are forward-looking statements. The word “expect” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These statements may relate to business strategy, future operations, prospects, plans, and objectives of management, including related to the repositioning of Constellation’s wine and spirits business, the anticipated closing of the transaction, the satisfaction of certain closing conditions including receipt of regulatory approval, the expected timetable for closing the transaction, Constellation’s efforts to align with evolving consumer preferences, bolster its competitive position, optimize performance, and drive accelerated growth, the outcome of the organizational structuring review, including the timing and amounts associated with anticipated net annualized cost savings, as well as information concerning expected actions of third parties. All forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those set forth in, or implied by, such forward-looking statements.

The forward-looking statements are based on management’s current expectations and should not be construed in any manner as a guarantee that any of the events anticipated by the forward-looking statements will in fact occur or will occur on the timetable contemplated hereby. All forward-looking statements speak only as of the date of this news release and Constellation does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

In addition to risks and uncertainties associated with ordinary business operations, the forward-looking statements contained in this news release are subject to other risks and uncertainties, including the completion of the transaction on the expected terms, conditions, and timetable, regulatory requirements, the outcome of the organizational structuring review, the actual amount of net annualized cost savings achieved, the accuracy of all projections, and other factors and uncertainties disclosed from time-to-time in Constellation Brands’ filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended February 29, 2024 and its Quarterly Report on Form 10-Q for the fiscal quarter ended November 30, 2024, which could cause actual future performance to differ from current expectations.