PepsiCo in late April proposed to acquire all of the outstanding shares [image-nocss] of common stock it does not already own in its two largest anchor bottlers, PepsiAmericas, its second-largest bottler, and The Pepsi Bottling Group Inc., its largest bottler. (Click here for previous CSP Daily News coverage.)
PepsiAmerica's transactions committee stated that PepsiCo's proposal significantly undervalues the strategic benefits of system consolidation. Fundamentally, the proposal does not reflect the value of PepsiAmericas' strengths and standalone strategies, as evidenced by the company's strong first-quarter results, it said. It also substantially undervalues the synergies that can be obtained in the proposed transaction.
PepsiAmericas also announced today that it amended its existing rights agreement to extend the expiration date of the rights agreement from May 20, 2009 to May 20, 2010.
Earlier this week, Somers, N.Y.-based Pepsi Bottling also announced that its board has rejected as "grossly inadequate" the proposal by PepsiCo to acquire all outstanding shares of common stock of PBG not owned by PepsiCo for a combination of cash and PepsiCo common stock. (Click here for previous coverage.)
Goldman, Sachs & Co. is serving as financial advisor and Briggs & Morgan, P.A. and Sullivan & Cromwell LLP are serving as legal counsel to Minneapolis-based PepsiAmericas.
PepsiAmericas is the world's second-largest manufacturer, seller and distributor of PepsiCo beverages. With annual sales of $4.9 billion in 2008, PepsiAmericas operates 33 manufacturing facilities and more than 175 distribution centers across its markets. It serves a population of more than 200 million in a significant portion of a 19-state region in the United States; Central and Eastern Europe, including Ukraine, Poland, Romania, Hungary, the Czech Republic and Slovakia; and the Caribbean.
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