8-KOther EventsExhibits & Filings

PEPSICO INC 8-K Report, Corporate Update (Feb 20, 2009)

Filed February 20, 2009For Securities:PEP

Summary

PepsiCo, Inc. (PEP) filed this 8-K report on February 20, 2009, primarily to incorporate by reference the financial statements of its subsidiary, Bottling Group, LLC. This is a regulatory requirement stemming from PepsiCo's guarantee of $1.3 billion in aggregate principal amount of Bottling Group's 6.95% Senior Notes due 2014, which were issued in October 2008 and registered under the Securities Act of 1933. Investors should note that while PepsiCo guarantees these notes, it did not prepare or independently review Bottling Group's financial statements, nor were they subject to PepsiCo's internal controls. These statements were prepared by Bottling Group's management. This filing does not contain new financial performance data for PepsiCo itself, but rather provides necessary disclosure regarding its subsidiary's financial standing and PepsiCo's contingent liability.

Key Highlights

  • 1PepsiCo is incorporating by reference the financial statements of its subsidiary, Bottling Group, LLC, from Bottling Group's Form 10-K filed on February 20, 2009.
  • 2This incorporation is due to PepsiCo's guarantee of up to $1.3 billion of Bottling Group's 6.95% Senior Notes due 2014.
  • 3The Bottling Group Notes were issued on October 24, 2008.
  • 4PepsiCo explicitly states it had no responsibility for the preparation or independent review of Bottling Group's financial statements.
  • 5Bottling Group's financial statements were not subject to PepsiCo's internal controls over financial reporting.
  • 6The filing includes Exhibit 23, the Consent of Deloitte & Touche LLP, related to the Bottling Group financial statements.
  • 7This 8-K primarily serves a regulatory disclosure purpose regarding PepsiCo's guarantee and is not a financial performance update for PepsiCo.

Frequently Asked Questions

The main purpose of this 8-K filing is to incorporate by reference the financial statements of PepsiCo's subsidiary, Bottling Group, LLC. This is a required disclosure because PepsiCo has guaranteed a significant amount of Bottling Group's debt.

PepsiCo states that it had no responsibility for the preparation or independent review of Bottling Group's financial statements, and they were not subject to PepsiCo's internal controls. The statements were prepared by Bottling Group's management.

No, this filing does not provide new financial results or performance data for PepsiCo itself. It is a disclosure related to a subsidiary's financial statements and PepsiCo's guarantee of that subsidiary's debt.

PepsiCo guarantees up to $1,300,000,000 (aggregate principal amount) of Bottling Group's 6.95% Senior Notes due 2014. These notes were issued on October 24, 2008.