Item 2.02. Results of Operations and Financial Condition.
The information in this Item 2.02, including Exhibit 99.1 attached hereto, is
being furnished and shall not be deemed "filed" for the purposes of Section 18
of the Securities Exchange Act of 1934, as amended, or otherwise subject to the
liabilities of that Section. The information in this Item 2.02 shall not be
incorporated by reference into any registration statement or other document
pursuant to the Securities Act of 1933, except as otherwise expressly stated in
such filing.
Attached as Exhibit 99.1 and incorporated by reference into this Item 2.02 is a
copy of a press release issued by PepsiCo, Inc. ("PepsiCo"), dated April 20,
2009, reporting PepsiCo's financial results for the 12 weeks ended March 21,
2009.
Item 8.01. Other Events.
On April 20, 2009, PepsiCo issued a press release announcing a proposal to
acquire the outstanding shares of PepsiAmericas, Inc. ("PAS") and The Pepsi
Bottling Group, Inc. ("PBG") that are not owned by PepsiCo. The proposal was
communicated on April 19, 2009 in separate letters from Indra K. Nooyi, Chairman
of the Board and Chief Executive Officer of PepsiCo, to the Boards of Directors
of PAS and PBG. The press release announcing the proposal, including the full
text of the proposal letters delivered to PAS and PBG, is attached as
Exhibit 99.2 to this Current Report and is incorporated by reference into this
Item 8.01.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
99.1 Press Release issued by PepsiCo, Inc., dated April 20, 2009, reporting
PepsiCo's financial results for the 12 weeks ended March 21, 2009.
99.2 Press Release issued by PepsiCo, Inc., dated April 20, 2009, announcing a
proposal to acquire the outstanding shares of PAS and PBG.
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