SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported): June 2, 2003
Brown-Forman Corporation
(Exact Name of Registrant as Specified in its Charter)
Delaware 1-123 61-0143150
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(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation) Identification Number)
850 Dixie Highway, Louisville, Kentucky 40210
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(Address of principal executive offices) (zip code)
(502) 774-7631
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(Registrant's telephone number, including area code)
Item 5. Other Events
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On June 2, 2003 Brown-Forman Corporation announced that it is extending
until 5:00 p.m. (ET), on June 5, 2003, unless further extended, the expiration
date of its offer to exchange $250 million of its 2-1/8% senior notes due 2006
and $350 million of its 3% senior notes due 2008. These notes have been
registered under the Securities Act of 1933. All other terms of the exchange
offer remain unchanged.
The terms and conditions of the exchange offer are set forth in an
April 30, 2003 prospectus and its accompanying letter of transmittal.
A copy of the press release of June 2, 2003, regarding the extension of
the exchange offer, is attached as Exhibit 99.1 hereto and is incorporated
herein by reference.
Item 7. Financial Statements and Exhibits
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(a) Financial statements of businesses acquired.
- Not Applicable
(b) Pro forma financial information.
- Not Applicable
(c) Exhibits.
99.1 Press release, dated June 2, 2003.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, as amended, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunder duly authorized.
BROWN-FORMAN CORPORATION
By: /s/ Michael B. Crutcher
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Name: Michael B. Crutcher
Title: Senior Vice President,
General Counsel and
Secretary
Date: June 2, 2003
2
EXHIBIT INDEX
99.1 Press release, dated June 2, 2003
3
Exhibit 99.1
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[BROWN FORMAN LOGO]
NEWS
FOR FURTHER INFORMATION:
PHIL LYNCH LAWSON WHITING
VICE PRESIDENT ASSISTANT VICE PRESIDENT
DIRECTOR CORPORATE DIRECTOR INVESTOR
COMMUNICATIONS RELATIONS
502-774-7928 502-774-7074
FOR IMMEDIATE RELEASE
BROWN-FORMAN CORPORATION EXTENDS EXPIRATION DATE FOR SENIOR NOTES EXCHANGE OFFER
Louisville, KY, June 2, 2003 - Brown-Forman Corporation (NYSE: BFA,
BFB) announced today that it is extending until 5:00 p.m. (ET), on June 5, 2003,
unless further extended, the expiration date of its offer to exchange $250
million of its 2-1/8% senior notes due 2006 and $350 million of its 3% senior
notes due 2008. These notes have been registered under the Securities Act of
1933. All other terms of the exchange offer remain unchanged.
The original expiration date of the exchange offer was May 30, 2003. As
of 5:00 p.m. (ET) on that date, the exchange agent for the offer advised
Brown-Forman Corporation that $249 million, or 99.60%, of the outstanding 2-1/8%
senior notes due 2006, and $338.98 million, or 96.85%, of the outstanding 3%
senior notes due 2008, had been validly tendered. The remaining $1 million of
the outstanding 2-1/8% senior notes due 2006 and $11.02 million of the
outstanding 3% senior notes due 2008 had not been tendered.
The terms and conditions of the exchange offer are set forth in an
April 30, 2003 prospectus and its accompanying letter of transmittal.
Anyone who would like to obtain copies of the prospectus and related
documents, or with questions regarding the exchange offer, should contact
Brown-Forman Corporation's exchange agent, National City Bank, at (502)
581-7354.
Brown-Forman Corporation is a diversified producer and marketer of fine
quality consumer products, including Jack Daniel's, Southern Comfort, Finlandia
Vodka, Canadian Mist, Fetzer and Bolla Wines, Korbel California Champagnes,
Lenox, Dansk, and Gorham tableware and giftware and Hartmann Luggage.
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BROWN-FORMAN CORPORATION 850 DIXIE HIGHWAY, LOUISVILLE, KY 40210 E-MAIL:
BROWN-FORMAN@B-F.COM WWW>BROWN-FORMAN.COM