Day: May 7, 2022

HOUSTON, May 06, 2022 (GLOBE NEWSWIRE) — Petróleos Internacionales del Caribe (“PIC”) and its operating division in Mexico Petróleos Internacionales del Caribe Inc., Sucursal Mexico (“PICMEX”) and Third Ocean Vessel And Rig, Inc. (TOVAR) jointly announced today that following PIC’s Final Investment Decision (FID) for its US natural gas and natural gas liquids export projects to Mexico and abroad, using the Compressed Gas Liquids (CGL) technology, TOVAR will commence shipyard and fabrication yard due diligence to nominate the Builder(s) of Compressed Gas Liquids Carriers (CGLCs) by the end of the third to fourth quarter of 2022. This follows the PIC/TOVAR Memorandum of Understanding (“MOU”) that has the parties entering into an exclusive EPCM agreement for all maritime transport and delivery and operation infrastructure needed for CGL™ delivery as part of the ongoing strategic exclusive partnership with SeaOne for PIC’s energy projects in México and throughout the Americas and abroad.’

PIC will utilize its exclusive license for CGL Technology and systems from SeaOne for the CGL gas carriers to transport and deliver the fuel required by PIC’s combined-cycle power projects in various locations throughout México, and throughout PIC’s worldwide projects portfolio. The nomination of the shipbuilder(s) and fabrication yards will follow an extensive selection process by TOVAR in which shipyards worldwide will be invited to tender. Using its exclusive license with SeaOne, PIC intends to have a sizeable fleet of CGL carriers to transport and deliver fuel to its worldwide projects. The shipbuilder(s) and fabricator(s) to be awarded these contracts will enjoy a robust order book for many years.

PIC’s exclusive licensed and patented CGL technology from SeaOne is a revolutionary means of transporting and delivering natural gas and natural gas liquids in one liquid gas cargo at moderate, non-cryogenic temperatures. As CGL is stored at a modest pressure and temperature, the boiloff, venting and environmental issues associated with Liquefied Natural Gas (“LNG”) does not occur in the CGL containment system while in transit or in storage. Thus, the carbon footprint of the entire value chain from solvation through delivery to the customer is minimized compared to other methods of transporting and delivery of natural gas.

As EPCM TOVAR will ensure full integrity of maritime supply chain for the 30-plus years or more of Mexico project life cycles. The natural gas CGL cargoes will be transported and stored within containment systems, which is the subject of more than 15 years of development and is fully approved by the American Bureau of Shipping. The Compressed Gas Liquid Carriers (CGLCs) will be classed by the American Bureau of Shipping and be Marshall Islands flagged.

The CGLCs are designed to meet or exceed the highest international standards for gas carriers and will be among the most technologically advanced ships in the world with a strong emphasis placed on safety and crew comfort. Additionally, during design, particular attention will be made to maximize operating efficiency and minimize emissions of the CGLCs. Each ship will be outfitted to permit a rapid changeover in the type of fuel to be used as technology improvements permit.

“The PIC-TOVAR partnership is a powerful combination to supply fuel for our power plants and our customers in Mexico and throughout the Americas,” said Michael Hood, Chairman and CEO of PIC. “Together, utilizing TOVAR’s industry presence and their formidable track record, PIC will execute industry leading technology solutions to help address the fuel supply and electricity needs of Mexico’s citizens, businesses, and government.” Mr. Hood further added, “TOVAR’s extensive world-wide shipyard experience in the offshore and maritime capital projects success enhances our position as strategic partners. Together we will exceed the single most important part of our future ‘Emissions and Reductions’ of carbon footprints throughout the globe.”

“Our commitment with PIC is to ensure that this pivotal one of a kind CGL technology and strategic positions are fully implemented for the benefit of its end-users, as well as stakeholders whilst ensuring affordable clean fuels for clean power via optimal supply chain mindful of our terrestrial and maritime stewardship,” Third Ocean Vessel And Rig, Inc. President/CEO, Luis Tovar stated. “With the safe delivery of each supply chain component in the CGL export and import facilities including the CGLC marine fleet, will serve as further confirmation of our commitment to our joint success in a formidable achievement of long term sustainability.”

About Petróleos Internacionales del Caribe and Petróleos Internacionales del Caribe Inc., Sucursal México

Petróleos Internacionales del Caribe (“PIC”) is a global company based in the USA and internationally. The company develops and operates a variety strategic energy related operations with its key partnerships globally. PIC is expanding its operational footprint throughout the Americas that will enhance its customer base energy requirements, and fueling needs throughout 2030 and beyond. Petróleos Internacionales del Caribe Inc., Sucursal México (“PICMEX”) is an affiliate of PIC and is headquartered in Mexico. For more information, please visit www.pic-sas.com.

About Third Ocean Vessel And Rig, Inc.

Galveston-based (TOVAR™) Third Ocean Vessel and Rig, Inc is a specialized offshore and marine engineering EPC consultancy focusing on all segments of the offshore oil and gas industry including Mobile Offshore Drilling Units (MODU’s), Mobile Offshore Production Units (MOPU’s) as well as various ship construction projects in FPSO, VLCC, TEU, LNG and Well Intervention marine vessels.

Focused on performance, Third Ocean has a track record of success as a provider of diverse offshore operational services and project management services including operations on jack-ups, semi-submersibles, and drill-ships.  

For media queries:
PIC USA – PIC Mexico | Jay Shahidi | info@pic-sas.com | +1.714.553.7482 |
Third Ocean Vessel And Rig, Inc | Luis Tovar | info@3rdocean.net | +1.409.256.1056 |

VICTOR, N.Y., May 06, 2022 (GLOBE NEWSWIRE) — Constellation Brands, Inc. (NYSE: STZ and STZ.B), a leading beverage alcohol company, announced today that it has priced the previously announced series of cash tender offers (the “Offers”) for any and all of its outstanding 3.20% Senior Notes due 2023 and 4.25% Senior Notes due 2023 (collectively, the “Notes”). The Offers are being made on the terms and subject to the conditions set forth in the Offer to Purchase, dated May 2, 2022 (the “Offer to Purchase”) and the related Notice of Guaranteed Delivery attached to the Offer to Purchase (the “Notice of Guaranteed Delivery”). The Offer to Purchase and the Notice of Guaranteed Delivery are referred to together as the “Offer Documents.”

The Offers will expire today at 5:00 p.m., New York City time, unless extended or earlier terminated by the Company as described in the Offer Documents (such time and date, as they may be extended, the “Expiration Time”). Holders who validly tender (and do not validly withdraw) their Notes, or who deliver a properly completed and duly executed Notice of Guaranteed Delivery in accordance with the instructions in the Offer to Purchase, will be eligible to receive the applicable Tender Offer Consideration described below and in the Offer Documents.

Certain information regarding the Notes and the pricing for the Offers is set forth in the table below.

Title of Note	CUSIP Number	Principal Amount Outstanding		U.S. Treasury Reference Security	Bloomberg Reference Page	Reference Yield	Fixed Spread	Tender Offer Consideration(1)(2)
3.20% Senior Notes due 2023	21036PAX6	$600,000,000		1.500% UST due January 15, 2023	FIT3	1.770%	12.5 bps	$1,008.81
4.25% Senior Notes due 2023	21036PAL2	$1,050,000,000		1.625% UST due April 30, 2023	FIT4	2.145%	50.0 bps	$1,015.39

⁽¹⁾   Per $1,000 principal amount of Notes.
⁽²⁾   The applicable Tender Offer Consideration is calculated on the basis of pricing for the U.S. Treasury Reference Security as of 11:00 a.m, New York City time, on May 6, 2022.

In addition, holders whose Notes are validly tendered pursuant to the applicable Offer (and not validly withdrawn) prior to the Expiration Time will receive accrued and unpaid interest from the last interest payment date to, but not including, the Settlement Date (as defined in the Offer to Purchase) for all Notes tendered pursuant to such Offer (and not validly withdrawn) prior to the Expiration Time, including Notes tendered by Notice of Guaranteed Delivery. The Company expects the Settlement Date to occur on May 9, 2022. Notes tendered by Notice of Guaranteed Delivery (and not validly withdrawn) prior to the Expiration Time and accepted for purchase will be purchased on the first business day after the Expiration Time, which is expected to be May 9, 2022, assuming the Expiration Time is not extended, but payment of accrued interest on such Notes will only be made to, but not including, the Settlement Date.

The Company’s obligation to accept for purchase and to pay for Notes validly tendered pursuant to the Offers (and not validly withdrawn) prior to the Expiration Time is subject to the satisfaction or waiver, in the Company’s discretion, of certain conditions, which are more fully described in the Offer to Purchase, including, among others, the completion of the Company’s previously announced offering of its new senior notes, which is expected to occur on the Settlement Date. The complete terms and conditions of the Offers are set forth in the Offer Documents. Holders of the Notes are urged to read the Offer Documents carefully before making any decision with respect to the Offers.

The applicable “Tender Offer Consideration” listed in the table above for each $1,000 principal amount of Notes validly tendered pursuant to the applicable Offer (and not validly withdrawn) prior to the Expiration Time and accepted for purchase pursuant to such Offer was determined in the manner described in the Offer Documents by reference to the fixed spread for the applicable Notes specified in the table above plus the yield based on the applicable bid-side price of the U.S. Treasury Reference Security specified in the table above at 11:00 a.m., New York City time, on May 6, 2022.

The Company has retained D.F. King & Co., Inc. (“D.F. King”) as the tender agent and information agent for the Offers and BofA Securities as dealer manager for the Offers.

Holders who would like additional copies of the Offer Documents may call or email the information agent, D.F. King, at (212) 269-5550 (collect) or (800) 591-8263 (toll-free) or stz@dfking.com. Copies of the Offer to Purchase and the Notice of Guaranteed Delivery are also available at the following website: www.dfking.com/stz. Questions regarding the terms of the Offers should be directed to BofA Securities at (888) 292-0070 (toll free) or (980) 387-3907 (collect).

None of the Company, its board of directors, BofA Securities, D.F. King, or the trustee for the Notes, or any of their respective affiliates, is making any recommendation as to whether holders of the Notes should tender their Notes pursuant to the Offers. Holders must make their own decision as to whether to tender any of their Notes and, if so, the principal amounts of Notes to tender.

This press release is for informational purposes only and shall not constitute an offer to buy or a solicitation of an offer to sell any securities. This press release does not describe all the material terms of the Offers, and no decision should be made by any holder on the basis of this press release. The Offers are being made solely pursuant to the Offer Documents, and this press release must be read in conjunction with the Offer Documents. The Offer Documents contain important information that should be read carefully before any decision is made with respect to the Offers. The Offers are not being made to holders of Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky, or other laws of such jurisdiction. In any jurisdiction in which the securities laws or blue sky laws require the Offers to be made by a licensed broker or dealer, the Offers will be deemed to be made on behalf of the Company by BofA Securities or one or more registered brokers or dealers that are licensed under the laws of such jurisdiction. If any holder is in any doubt as to the contents of this press release, or the Offer Documents, or the action it should take, it is recommended to seek its own financial and legal advice, including in respect of any tax consequences, immediately from its stockbroker, bank manager, solicitor, accountant, or other independent financial, tax, or legal adviser.

FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Statements which are not historical facts and relate to future plans, events, or performance are forward-looking statements that are based upon management’s current expectations and are subject to risks and uncertainties. The forward-looking statements are based on management’s current expectations and should not be construed in any manner as a guarantee that such events or results will in fact occur. All forward-looking statements speak only as of the date of this press release and Constellation Brands undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Detailed information regarding risk factors with respect to the company and the new senior notes offering are included in the company’s filings with the SEC, including the prospectus and prospectus supplement for the senior notes offering.

ABOUT CONSTELLATION BRANDS
Constellation Brands is an international producer and marketer of beer, wine and spirits with operations in the U.S., Mexico, New Zealand, and Italy. Constellation’s brand portfolio includes Corona Extra, Modelo Especial, the Robert Mondavi Brand Family, Kim Crawford, Meiomi, The Prisoner Wine Company, and High West Whiskey.

MEDIA CONTACTS	INVESTOR RELATIONS CONTACTS
Mike McGrew 773-251-4934 / michael.mcgrew@cbrands.com Amy Martin 585-678-7141 / amy.martin@cbrands.com	Patty Yahn-Urlaub 585-678-7483 / patty.yahn-urlaub@cbrands.com

A downloadable PDF copy of this news release can be found here. http://ml.globenewswire.com/Resource/Download/a4c9c8fc-af58-49cc-9f5f-bbb350b0967b