Correction: PepsiCo offers new notes, cash in exchange for four issues

A story that appeared in the Oct. 12 edition of the Prospect News Investment Grade Daily misstated the exchange values for some of the issues. A corrected version of the story follows:

Chicago, Oct. 12 – PepsiCo, Inc. is tendering for any and all of six series of notes and offering to exchange four issues, according to two separate announcements.

Pricing for each series will be set at 2 p.m. ET on Oct. 24 using a reference security plus a fixed spread for a hypothetical total purchase price for each $1,000 principal amount as follows:

• Whitman Corp.’s $100 million 7.29% notes due Sept. 15, 2026 with pricing to be set using the 2.875% Treasury note due Aug. 15, 2028 plus 50 basis points for a hypothetical total purchase price of $1,240.69;

• Whitman’s $25 million 7.44% notes due Sept. 15, 2026 with pricing based on the 2.875% Treasury due Aug. 15, 2028 plus 50 bps for a hypothetical total purchase price of $1,250.86;

• Pepsi Bottling Group, Inc.’s $1 billion 7% senior notes due 2029 with pricing based on the 2.875% Treasury due Aug. 15, 2028 plus 55 bps for a hypothetical total purchase price of $1,272.88;

• PepsiAmericas, Inc.’s $250 million 5.5% notes due May 15, 2035 with pricing based on the 3.125% Treasury due May 15, 2048 plus 70 bps for a hypothetical total purchase price of $1,165.57;

• PepsiCo, Inc.’s $750 million 4.875% senior notes due 2040 with pricing based on the 3.125% Treasury due May 15, 2048 plus 75 bps for a hypothetical total purchase price of $1,102.28; and

• PepsiCo’s $1 billion 5.5% senior notes due 2040 with pricing based on the 3.125% Treasury due May 15, 2048 plus 75 bps for a hypothetical total purchase price of $1,187.43.

As part of the tender offers for notes not issued by PepsiCo, the company is soliciting consents to amend the notes indentures to release the PepsiCo guarantee.

The total purchase price includes an early tender premium per $1,000 principal amount of notes tendered before the early deadline of 5 p.m. ET on Oct. 24.

The hypothetical was set at 2 p.m. ET on Oct. 10 assuming settlement on Oct. 26.

The tender offers will remain open until 11:59 p.m. ET on Nov. 7, unless extended or earlier terminated.

Tenders may be withdrawn before the early deadline.

BofA Merrill Lynch (888 292‑0070 or 980 387‑3907), Deutsche Bank Securities (866 627‑0391 or 212 250‑2955) and JPMorgan (866 834‑4666 or 212 834‑8553) are the dealer managers and consent solicitation agents. Global Bondholder Services Corp. (866 794‑2200 or 212 430‑3774) is the depositary and information agent.

Exchange offers

In the exchange offers, PepsiCo is offering to issue a par amount of corresponding new notes for each $1,000 principal amount of notes as follows:

• Whitman’s $100 million 7.29% notes due Sept. 15, 2026 with a total purchase price of par plus $2.50 in cash and base purchase price of $970 plus $2.50 in cash;

• Whitman’s $25 million 7.44% notes due Sept. 15, 2026 with a total purchase price of par plus $2.50 in cash and base purchase price of $970 plus $2.50 in cash;

• Pepsi Bottling Group’s $1 billion 7% senior notes due 2029 with a total purchase price of par plus $2.50 in cash and base purchase price of $970 plus $2.50 in cash; and

• PepsiAmericas’ $250 million 5.5% notes due May 15, 2035 with a total purchase price of par plus $2.50 in cash and base purchase price of $970 plus $2.50 in cash.

The total exchange value includes an early tender premium of $30 per $1,000 principal amount tendered for exchange by the early deadline of 5 p.m. ET on Oct. 24.

The exchange offers are scheduled to end at 11:59 p.m. ET on Nov. 7.

The exchange offers are only made to qualified institutional buyers under Rule 144A and Regulation S.

As part the exchange, PepsiCo is soliciting consents to amend the notes to release the PepsiCo guarantee.

Tenders may not be withdrawn after the early deadline.

The information agent is Global Bondholder Services (gbsc-usa.com/eligibility/pepsico, 866 794-2200 or 212 430-3774).

PepsiCo is a global food and beverage company based in Purchase, N.Y.

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