PepsiAmericas forms committee to consider PepsiCo's unsolicited offer

By Lisa Kerner

Charlotte, N.C., April 24 - PepsiAmericas, Inc. said its newly formed transactions committee comprised of independent directors has begun a review of the non-binding proposal from PepsiCo, Inc. to acquire PepsiAmericas.

Goldman, Sachs & Co., Briggs and Morgan, PA and Sullivan & Cromwell LLP are assisting the committee as advisers.

As previously announced, PepsiCo wants to acquire all of the outstanding shares of PepsiAmericas it does not already own for $11.64 in cash plus 0.223 shares of PepsiCo common stock, for a total value of $23.27 per share.

In addition, PepsiCo, a Purchase, N.Y., food and beverage company, is offering to acquire Pepsi Bottling Group Inc. for $14.75 in cash plus 0.283 shares of PepsiCo common stock, for a total value of $29.50 per share.

Pepsi Bottling, based in Somers, N.Y., is the world's largest manufacturer, seller and distributor of Pepsi-Cola beverages.

Minneapolis-based PepsiAmericas is the world's second-largest manufacturer, seller and distributor of PepsiCo beverages.

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