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): February 20, 2009
PepsiCo, Inc.
(Exact name of registrant
as specified in charter)
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North Carolina
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1-1183
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13-1584302 |
(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
700 Anderson Hill Road
Purchase, New York 10577
(Address of principal executive offices)
Registrants 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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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TABLE OF CONTENTS
Pursuant to Rule 3-10 of Regulation S-X under the Securities Exchange Act of 1934, as amended, we
hereby incorporate by reference in this report the financial statements of Bottling Group, LLC
(Bottling Group) included in Bottling Groups Annual Report on Form 10-K for the fiscal year
ended December 27, 2008 filed with the Securities and Exchange Commission (SEC) on February 20,
2009 and any amendments to such statements filed with the SEC.
Such financial statements of Bottling Group are incorporated by reference in this report as
required by the SEC as a result of our guarantee of up to $1,300,000,000 aggregate principal amount
of Bottling Groups 6.95% Senior Notes due 2014 (the Bottling Group Notes), which guarantee was
registered under the Securities Act of 1933, as amended. The Bottling Group Notes were issued on
October 24, 2008.
Such financial statements were prepared by the management of Bottling Group and were subject to
Bottling Groups internal controls, including Bottling Groups internal control over financial
reporting. We did not have any responsibility for the preparation of, and have not independently
reviewed, these financial statements and they were not subject to our internal controls, including
our internal control over financial reporting. These financial statements should be viewed
accordingly.
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Item 9.01. |
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Financial Statements and Exhibits. |
(d) Exhibits
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23
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Consent of Deloitte & Touche LLP |
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.
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PEPSICO, INC.
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Date: February 20, 2009 |
By: |
/s/ Thomas H. Tamoney, Jr.
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Name: |
Thomas H. Tamoney, Jr. |
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Title: |
Senior Vice President,
Deputy General Counsel and
Assistant Secretary |
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INDEX TO EXHIBITS
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Exhibit Number |
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Description |
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23 |
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Consent of Deloitte & Touche LLP |