What is the primary purpose of this 8-K filing?

The primary purpose of this 8-K filing is to report on the completion of the merger between PepsiCo and The Quaker Oats Company and to provide updated financial information, including supplemental consolidated financial statements and Management's Discussion and Analysis (MD&A), that retroactively incorporate the acquisition.

How was the acquisition of Quaker Oats accounted for?

The acquisition of Quaker Oats was accounted for as a tax-free transaction using the pooling-of-interests method. This method requires that the financial statements of both companies be combined as if the merger had occurred at the beginning of the periods presented.

What kind of financial information is being made available through this filing?

This filing makes available supplemental consolidated balance sheets, statements of income, cash flows, and shareholders' equity for PepsiCo, retroactively reflecting the Quaker Oats merger. It also includes financial statements for Quaker Oats itself and unaudited pro forma condensed combined financial information, along with related MD&A and selected financial data.

What is the significance of the pooling-of-interests accounting method for investors?

The pooling-of-interests method is significant because it presents a more unified historical view of the combined companies. Unlike the purchase method, it combines the assets and liabilities of both entities without restating them to fair value, potentially impacting ratios and earnings per share differently. For investors, it provides a clearer picture of the combined entity's historical operations and financial position as if they had always been one company.

PEP 8-K SEC Disclosure — Aug 27, 2001

Summary

This Form 8-K filing from PepsiCo, Inc. (PEP) on August 27, 2001, primarily serves to provide updated financial information following the completed merger with The Quaker Oats Company on August 2, 2001. The merger was accounted for as a tax-free, pooling-of-interests transaction, with Quaker shareholders receiving 2.3 shares of PepsiCo common stock per Quaker share, totaling approximately 306 million PepsiCo shares issued. This filing makes available supplemental consolidated financial statements and related management discussions, giving retroactive effect to the merger as if it occurred at the beginning of the periods presented. The report includes detailed financial data for both pre-merger PepsiCo and includes supplemental statements that incorporate the acquisition of Quaker Oats, accounted for under the pooling-of-interests method. This allows investors to see a more integrated view of the combined entity's historical financial performance and position, crucial for understanding the immediate impact and future outlook of this significant strategic combination. Investors should review the extensive exhibits provided, including audited and unaudited financial statements, management's discussion and analysis, and pro forma financial information, to fully assess the financial implications of the merger.

Key Highlights

1PepsiCo officially completed its merger with The Quaker Oats Company on August 2, 2001, with Quaker becoming a wholly-owned subsidiary.
2The merger was structured as a tax-free transaction with 2.3 shares of PepsiCo common stock issued for each share of Quaker Oats common stock.
3Approximately 306 million shares of PepsiCo common stock were issued as part of the acquisition.
4The transaction was accounted for using the pooling-of-interests method, requiring retroactive restatement of financial statements.
5This filing includes supplemental consolidated financial statements and related Management's Discussion and Analysis (MD&A) that give effect to the merger.
6Additional financial statements for Quaker Oats and pro forma combined financial information are also included as exhibits.
7The filing provides updated financial data up to mid-2001, reflecting the combined entity's performance and financial position.

PEPSICO INC 8-K Report (Aug 27, 2001)

Summary

Key Highlights

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