PEPSICO INC : Other Events, Financial Statements and Exhibits (form 8-K)
June 03, 2020 at 04:33 pm EDT
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Item 8.01. Other Events.
Effective June 1, 2020, PepsiCo, Inc. ("PepsiCo") terminated the $3,750,000,000
364-Day Credit Agreement, dated as of June 3, 2019, among PepsiCo, as borrower,
the lenders party thereto, and Citibank, N.A., as administrative agent (the
"2019 364-Day Credit Agreement"). There were no outstanding borrowings under the
2019 364-Day Credit Agreement at the time of its termination.
On June 1, 2020, PepsiCo entered into a new $3,750,000,000 364-day unsecured
revolving credit agreement (the "2020 364-Day Credit Agreement") among PepsiCo,
as borrower, the lenders party thereto, and Citibank, N.A., as administrative
agent. The 2020 364-Day Credit Agreement enables PepsiCo and its borrowing
subsidiaries to borrow up to $3,750,000,000 in U.S. Dollars and/or Euros,
subject to customary terms and conditions, and expires on May 31, 2021. PepsiCo
may also, upon the agreement of either the then existing lenders or of
additional banks not currently party to the 2020 364-Day Credit Agreement,
increase the commitments under the 2020 364-Day Credit Agreement to up to
$4,500,000,000 in U.S. Dollars and/or Euros. PepsiCo may request renewal of the
2020 364-Day Credit Agreement for an additional 364-day period or convert any
amounts outstanding into a term loan for a period of up to one year, which term
loan would mature no later than the anniversary of the then effective
termination date. Subject to certain conditions stated in the 2020 364-Day
Credit Agreement, PepsiCo and its borrowing subsidiaries may borrow, prepay and
reborrow amounts under the 2020 364-Day Credit Agreement at any time during the
term of the 2020 364-Day Credit Agreement. Funds borrowed under the 2020 364-Day
Credit Agreement may be used for general corporate purposes of PepsiCo and its
subsidiaries. The 2020 364-Day Credit Agreement contains customary
representations and warranties and events of default. In the ordinary course of
their respective businesses, the lenders under the 2020 364-Day Credit Agreement
and their affiliates have engaged, and may in the future engage, in commercial
banking and/or investment banking transactions with PepsiCo and its affiliates.
The 2020 364-Day Credit Agreement is in addition to the existing $3,750,000,000
five-year unsecured revolving credit agreement (the "2019 Five-Year Credit
Agreement"), dated as of June 3, 2019, among PepsiCo, as borrower, the lenders
party thereto, and Citibank, N.A., as administrative agent, which remains
outstanding. As of the date of this Current Report on Form 8-K, there were no
outstanding borrowings under the 2020 364-Day Credit Agreement or the 2019
Five-Year Credit Agreement.
The foregoing descriptions of the 2020 364-Day Credit Agreement and 2019
Five-Year Credit Agreement do not purport to be complete and are qualified in
their entirety by reference to the full text of the 2020 364-Day Credit
Agreement and the 2019 Five-Year Credit Agreement, as applicable, which are
filed as Exhibits 99.1 and 99.2 to this Current Report on Form 8-K and
incorporated by reference herein.
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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
99.1 364-Day Credit Agreement, dated as of June 1, 2020, among
PepsiCo, as borrower, the lenders named therein, and Citibank,
N.A., as administrative agent.
99.2 Five-Year Credit Agreement, dated as of June 3, 2019, among
PepsiCo, as borrower, the lenders named therein, and Citibank,
N.A., as administrative agent.
104 The cover page from this Current Report on Form 8-K, formatted in
Inline XBRL.
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PepsiCo, Inc. is one of the worldwide leaders in producing non-alcoholic beverages and snacks. Net sales break down by area of activity as follows:
- North America (60.8%): sale of beverages (49.7% of net sales; sodas, concentrated juices, water, tea and coffee-based beverages; Aquafina, Diet Mountain Dew, Diet Pepsi, Gatorade, Gatorade Zero, Mountain Dew, Pepsi, Propel brands, etc.), snacks (44.7%; chips, tortillas and pretzels; Lay's, Doritos, Tostitos, Cheetos, Fritos, Ruffles, etc.), and cereals (5.6%; ready-to-eat cereals, rice, wheat, etc.);
- Europe (14.5%): sale of snacks (Cheetos, Chipita, Doritos, Lay's, Ruffles and Walkers brands) and beverages (7UP, Diet Pepsi, Lubimy Sad, Mirinda, Pepsi and Pepsi Max);
- Latin America (12.7%): sales of snacks (Cheetos, Doritos, Emperador, Lay's, Mabel, Marias Gamesa, Ruffles, Sabritas, Saladitas and Tostitos brands) and beverages (7UP, Gatorade, H2oh!, Manzanita Sol, Mirinda, Pepsi, Pepsi Black, San Carlos and Toddy)
- Asia/Pacific/Australia/New Zealand (6.7%): sale of snacks (BaiCaoWei, Cheetos, Doritos, Lay's and Smith's brands), beverages and syrups (7UP, Aquafina, Mirinda, Mountain Dew, Pepsi and Sting);
- Africa/Middle East/South Asia (5.3%): sale of snacks (Chipsy, Doritos, Kurkure, Lay's, Sasko, Spekko and White Star brands) and beverages (7UP, Aquafina, Mirinda, Mountain Dew and Pepsi).
Net sales are distributed geographically as follows: the United States (57%), Mexico (7.7%), Canada (4.1%), Russia (3.9%), China (3%), the United Kingdom (2.1%), Brazil (1.9%), South Africa (1.9%) and other (18.4%).
PEPSICO, INC. 
