PepsiAmericas rejects PepsiCo's cash-and-stock acquisition offer

By Lisa Kerner

Charlotte, N.C., May 7 - PepsiAmericas, Inc.'s transactions committee determined that PepsiCo, Inc.'s offer to acquire the company is not in PepsiAmericas shareholders' best interests and "significantly undervalues the strategic benefits of system consolidation."

In addition, PepsiAmericas announced that it extended the expiration date of its rights agreement to May 20, 2010, from May 20, 2009.

Pepsi Bottling Group, Inc. also rejected an offer from PepsiCo and adopted a stockholder rights plan.

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.

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

On Thursday, PepsiCo reiterated its belief that the offers are "full and fair" and in the best interests of PepsiAmericas and Pepsi Bottling their respective shareholders.

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

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

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