PepsiCo, Inc. entered into an agreement to acquire Rockstar, Inc.
March 10, 2020
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PepsiCo, Inc. (NasdaqGS:PEP) entered into an agreement to acquire Rockstar, Inc. on March 11, 2020. The consideration includes cash payment of approximately $3.85 billion and contingent consideration related to future tax benefits associated with the acquisition of approximately $0.7 billion. The contingent consideration will be paid over up to 15 years. Russell Weiner is not expected to play a big role under the new ownership. The transaction is subject to customary closing conditions, including regulatory approval. As on April 19, 2020, The Federal Trade Commission has approved the transaction. The transaction is expected to close in the first half of 2020. As on April 19, 2020, the transaction is expected to close in coming days. PepsiCo does not expect the transaction to be material to its revenue or earnings per share in 2020. Blair Effron and Mark Doramus of Centerview Partners LLC acted as financial advisor, Barbara Becker and Saee Muzumdar of Gibson, Dunn & Crutcher LLP acted as lead counsel and Jon Leibowitz, Jesse Solomon and William A. Curran of Davis Polk & Wardwell LLP acted as U.S. tax and antitrust counsels to PepsiCo. Tim Ingrassia, Jason Coppersmith, Olga Lewis and Ranjith Roy of Goldman Sachs & Co. LLC acted as financial advisor while Russell B. Richards, L. Wayne Pressgrove, John K. Sweet, Robert J. Leclerc, Samuel S. Choy, Jeffrey S. Spigel, Albert Y Kim and Edward Holzwanger of King & Spalding acted as legal counsels to Rockstar.
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. 
