PepsiCo Announces Completion of Wimm-Bill-Dann Acquisition
PURCHASE, N.Y., Sept. 9, 2011 /PRNewswire/ -- PepsiCo, Inc. (NYSE: PEP) announced today that it has concluded the squeeze-out process with respect to all remaining ordinary shares of Wimm-Bill-Dann Foods OJSC (WBD) that was initially announced on July 1, 2011. PepsiCo acquired 601,948 ordinary shares, representing approximately 1.37% of WBD's outstanding shares, in the squeeze-out. As a result, PepsiCo now owns 100% of the outstanding ordinary shares of WBD, which includes all ordinary shares underlying American Depositary Shares (ADSs).
Under the terms of the squeeze-out, each registered holder of ordinary shares as of August 15, 2011 received 3,883.70 Russian rubles per ordinary share, which is the same price that was offered to WBD shareholders in PepsiCo's recently completed tender offer in Russia.
Each ADS holder will receive payment with respect to the ADSs on September 12, 2011, which is the ADS pay date that has been announced by the ADS depositary. On this date, each ADS holder will receive $32.74897 per ADS in cash, which is equal to 970.925 Russian rubles per ADS as converted to U.S. dollars at the spot market conversion rates available to the ADS depositary, without interest, less fees under the ADS deposit agreement of $0.05 per ADS for cancellations and $0.02 per ADS for cash distributions and applicable taxes, less other governmental charges, if any. In addition, all outstanding ADSs will be automatically cancelled without further action by the ADS holders on the ADS pay date.
ADS holders should direct any questions concerning payment of the squeeze-out proceeds to the ADS depositary at +1-877-248-6417.
PepsiCo offers the world's largest portfolio of billion-dollar food and beverage brands, including 19 different product lines that generate more than $1 billion in annual retail sales each. Our main businesses -- Quaker, Tropicana, Gatorade, Frito-Lay, and Pepsi Cola -- also make hundreds of other enjoyable foods and beverages that are respected household names throughout the world. With net revenues of approximately $60 billion, PepsiCo's people are united by our unique commitment to sustainable growth by investing in a healthier future for people and our planet, which we believe also means a more successful future for PepsiCo. We call this commitment Performance with Purpose: PepsiCo's promise to provide a wide range of foods and beverages for local tastes; to find innovative ways to minimize our impact on the environment, including by conserving energy and water usage, and reducing packaging volume; to provide a great workplace for our associates; and to respect, support, and invest in the local communities where we operate. For more information, please visit www.pepsico.com.
Cautionary Statement Regarding Forward-Looking Statements
Statements in this communication that are "forward-looking statements" are based on currently available information, operating plans and projections about future events and trends. They inherently involve risks and uncertainties that could cause actual results to differ materially from those predicted in such forward-looking statements. Such risks and uncertainties include, but are not limited to: changes in demand for PepsiCo's products, as a result of changes in consumer preferences and tastes or otherwise; damage to PepsiCo's reputation; PepsiCo's ability to grow its business in developing and emerging markets or unstable political conditions, civil unrest or other developments and risks in the countries where PepsiCo operates; trade consolidation or the loss of any key customer; changes in the legal and regulatory environment; PepsiCo's ability to build and sustain proper information technology infrastructure, successfully implement its ongoing business transformation initiative or outsource certain functions effectively; unfavorable economic conditions in the countries in which PepsiCo operates; fluctuations in foreign exchange rates; PepsiCo's ability to compete effectively; increased costs, disruption of supply or shortages of raw materials and other supplies; disruption of PepsiCo's supply chain; climate change, or legal, regulatory or market measures to address climate change; PepsiCo's ability to hire or retain key employees or a highly skilled and diverse workforce; failure to successfully renew collective bargaining agreements or strikes or work stoppages; and failure to successfully complete or integrate acquisitions and joint ventures into PepsiCo's existing operations.
For additional information on these and other factors that could cause PepsiCo's actual results to materially differ from those set forth herein, please see PepsiCo's filings with the SEC, including its most recent annual report on Form 10-K and subsequent reports on Forms 10-Q and 8-K. Investors are cautioned not to place undue reliance on any such forward-looking statements, which speak only as of the date they are made. PepsiCo undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.
SOURCE PepsiCo, Inc.