8-K/AExhibits & Filings

PEPSICO INC 8-K/A Report, Exhibit Filing (Apr 22, 2010)

Filed April 22, 2010For Securities:PEP

Summary

PepsiCo, Inc. (PEP) filed this Form 8-K/A on April 21, 2010, to amend a previous filing and provide crucial financial information related to the previously announced mergers with The Pepsi Bottling Group, Inc. (PBG) and PepsiAmericas, Inc. (PAS). The mergers, which became effective on February 26, 2010, consolidated these bottling operations directly under PepsiCo's ownership through a wholly-owned subsidiary, Metro. This filing's primary purpose is to present the required financial statements of the acquired businesses (PBG and PAS) and unaudited pro forma combined financial information. Investors should note that this report is an amendment primarily focused on fulfilling disclosure requirements by incorporating the financial statements of PBG and PAS. The actual operational and financial impact of these mergers will be reflected in future PepsiCo filings. This 8-K/A serves as a procedural step, making the audited financials of PBG and PAS and the pro forma combined statements readily available as part of the regulatory disclosure for the completed mergers.

Key Highlights

  • 1This Form 8-K/A is an amendment to a prior filing, primarily providing supplemental financial information regarding completed mergers.
  • 2The report confirms the effective date of the mergers of The Pepsi Bottling Group, Inc. (PBG) and PepsiAmericas, Inc. (PAS) into a PepsiCo subsidiary (Metro) was February 26, 2010.
  • 3PepsiCo is incorporating by reference the audited consolidated financial statements of PBG and PAS from their respective Form 10-K filings.
  • 4Exhibit 99.1 includes unaudited pro forma condensed combined financial information, illustrating the potential financial impact of the mergers.
  • 5The filing includes consents from Deloitte & Touche LLP (auditor for PBG) and KPMG LLP (auditor for PAS).
  • 6This amendment is being made to satisfy the financial statement and exhibit requirements of Item 9.01 of Form 8-K.

Frequently Asked Questions

The main purpose of this 8-K/A filing is to provide the necessary financial statements of the acquired businesses (The Pepsi Bottling Group, Inc. and PepsiAmericas, Inc.) and the required unaudited pro forma financial information related to their mergers with PepsiCo. This filing amends a previous report to satisfy disclosure requirements.

The mergers of The Pepsi Bottling Group, Inc. (PBG) and PepsiAmericas, Inc. (PAS) with and into PepsiCo's subsidiary, Metro, officially closed and became effective on February 26, 2010.

PepsiCo has incorporated by reference the audited consolidated financial statements for PBG and PAS from their respective Annual Reports on Form 10-K, which were filed with the SEC on February 22, 2010. You would need to consult those original filings for the complete financial details.

No, this filing primarily contains the historical financial statements of the acquired companies (PBG and PAS) and pro forma combined financial information. The actual combined operating and financial results post-merger will be reported in PepsiCo's subsequent periodic filings (e.g., Form 10-Q and 10-K).