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PEPSICO INC 8-K Report, Material Agreement (Dec 2, 2010)

Filed December 2, 2010For Securities:PEP

Summary

PepsiCo, Inc. has announced a significant strategic acquisition through its subsidiary, Pepsi-Cola (Bermuda) Limited, entering into a Purchase Agreement to acquire 66% of Wimm-Bill-Dann Foods OJSC (WBD) for approximately $3.8 billion in cash. WBD is a company incorporated in the Russian Federation, and this deal represents a substantial expansion for PepsiCo into the Russian market. The transaction is not subject to a financing condition, which is a positive indicator of PepsiCo's financial capacity to complete the acquisition. However, the deal's consummation is contingent upon certain regulatory approvals and the absence of legal prohibitions, which are standard conditions for such large international transactions.

Key Highlights

  • 1PepsiCo to acquire a 66% controlling stake in Wimm-Bill-Dann Foods OJSC (WBD).
  • 2The aggregate purchase price for the acquisition is approximately $3.8 billion in cash.
  • 3This acquisition represents a major expansion into the Russian market.
  • 4The transaction is structured as a purchase of American Depositary Receipts, Global Depositary Shares, and ordinary shares of WBD.
  • 5The deal is not subject to a financing condition, indicating strong financial footing for PepsiCo.
  • 6Consummation is subject to regulatory approvals and absence of legal prohibitions.
  • 7The agreement includes termination rights for both parties and restrictions on share transfers under certain conditions.

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