PEPSICO INC — M&A Activity 2009

Jun 3, 2009

8-K 1 dp13699_8k.htm FORM 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): June 2, 2009

| PepsiCo,
Inc. | | |
| --- | --- | --- |
| (Exact
name of registrant as specified in charter) | | |
| North
Carolina | 1-1183 | 13-1584302 |
| (State
or Other Jurisdiction of
Incorporation) | (Commission File
Number) | (IRS
Employer Identification
No.) |
| 700
Anderson Hill Road Purchase,
New York 10577 | | |
| (Address
of principal executive offices) | | |
| Registrant’s
telephone number, including area code: (914)
253-2000 | | |
| N/A | | |
| (Former
name or former address, if changed since last report) | | |

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below):

x Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01. Other Events.

On June 2, 2009, PepsiCo, Inc. issued a statement in connection with its proposals to acquire all of the outstanding shares of The Pepsi Bottling Group, Inc. and PepsiAmericas, Inc. that it does not already own, which were publicly announced on April 20, 2009.

A copy of the press release is filed herewith as Exhibit 99.1 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 June 2, 2009.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

| /s/
Thomas H. Tamoney, Jr. | |
| --- | --- |
| Name: | Thomas
H. Tamoney, Jr. |
| Title: | Senior
Vice President, Deputy General Counsel and Assistant
Secretary |

INDEX TO EXHIBITS

Exhibit Number	Description
99.1	PepsiCo,
Inc. press release, dated June 2, 2009.