Westchester County Business Journal Takeover issue not on tap at Pepsi meeting
Takeover issue not on tap at Pepsi meeting
The looming subject this spring for stockholders in The Pepsi Bottling Group Inc. was not on the agenda last Wednesday at the company’s annual meeting in Somers.
That hovering matter – the rejected bid by minority shareholder and former parent company PepsiCo Inc. to acquire all of its largest manufacturer’s and distributor’s outstanding shares of common stock– would not be discussed, PBG Chairman and CEO Eric J. Foss said at the start of the meeting. Nor would the pending lawsuits that arose from maneuvers last month by PBG directors to block the takeover.
The annual meeting’s official business was wrapped up in less than an hour without mention of the somewhat friendly battle that continues to brew over the future control of the nearly $14 billion, 67,000-employee global company, which recently marked the 10th anniversary of its spinoff from PepsiCo and its initial public offering.
Purchase-based PepsiCo, which owns about 33 percent of outstanding shares of PBG and about 40 percent of its voting stock, in April proposed to acquire the Somers-based company and PepsiAmericas Inc., the beverage giant’s other anchor bottler based in Minneapolis, Minn. PepsiCo’s offers amounted to $29.50 per share for PBG and $23.27 per share for PepsiAmericas. PepsiCo officials called the offers “full and fair,” saying they represented a premium of about 17 percent over the closing prices of both companies’ stock on the last day of trading before the offers.
PBG’s board in early May disagreed, telling PepsiCo Chairman and CEO Indra Nooyi her company’s rejected proposal was “grossly inadequate and not in the best interests of PBG and its stockholders.”
PBG directors said the offer was “opportunistic” in its timing, coming only a few days before the public release of PBG’s strong first-quarter 2009 earnings that exceeded Wall Street analysts’ forecasts and of the company’s detailed plans to achieve more than $250 million in cost and productivity savings in 2009 on its own.
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