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This excerpt taken from the PBG 8-K filed Feb 17, 2010. Item 8.01 Other Events.
On February 17, 2010, The Pepsi Bottling Group, Inc. (the "Company") announced that its stockholders adopted the Agreement and Plan of Merger, dated as of August 3, 2009, among the Company, PepsiCo, Inc., and Pepsi-Cola Metropolitan Bottling Company, Inc., at the special meeting of the Company’s stockholders held on February 17, 2010. This excerpt taken from the PBG 8-K filed Jun 3, 2009. Other Events
On June
2, 2009, The Pepsi Bottling Group, Inc. (“PBG”)
held a conference call to discuss its financial outlook and provide
perspective on the
proposal by PepsiCo, Inc. to purchase all of the outstanding shares of PBG
common stock that it does not already own. The slideshow
presentation and transcript for the conference call are furnished hereto as
Exhibits 99.1 and 99.2 respectively to this Form 8-K and are incorporated herein
by reference.
This excerpt taken from the PBG 8-K filed May 4, 2009. Item 8.01 Other Events. On May 4, 2009, The Pepsi Bottling Group, Inc. (the "Company") announced that its Board of Directors has rejected as grossly inadequate the proposal from PepsiCo, Inc. ("PepsiCo") to acquire all outstanding shares of common stock of the Company not owned by PepsiCo, as described in the press release attached hereto as Exhibit 99.1, which is incorporated herein by reference into this Item 8.01. This excerpt taken from the PBG 8-K filed Apr 20, 2009. Item 8.01 Other Events. On April 20, 2009, The Pepsi Bottling Group, Inc. (the "Company") announced that it received an unsolicited, non-binding proposal from PepsiCo, Inc. ("PepsiCo") to acquire all the outstanding shares of the Company's common stock that PepsiCo does not currently own, as described in the press release attached hereto as Exhibit 99.1, which is incorporated herein by reference into this Item 8.01. This excerpt taken from the PBG 8-K filed Mar 23, 2007. Item 8.01 Other Events.
PBG's existing Certificate of Incorporation requires each director to be elected by a majority of the votes cast at a meeting at which directors are being elected and a quorum is present. On March 22, 2007, PBG's Board of Directors adopted an amendment to PBG's Corporate Governance Principles and Practices (the "Amendment") to require director nominees who do not receive a majority of the votes cast to tender their resignation to the Board of Directors. In such event, the Nominating and Corporate Governance Committee of the Board (the "Committee") will make a recommendation to the Board of Directors as to whether to accept or reject the resignation or whether other action should be taken. Under the Amendment, the Board of Directors is required to act on the Committee's recommendation within 90 days after the certification of the election results. This excerpt taken from the PBG 8-K filed Mar 2, 2007. Item 8.01 Other Events.
PBG will consolidate the financial results of PR Beverages. The attached press release, which is incorporated by reference into this Item 8.01, includes information related to the impact of PBG's consolidation of PR Beverages on PBG's 2007 financial statements. This excerpt taken from the PBG 8-K filed Jan 3, 2007. Item 8.01 Other Events. The Internal Revenue Service concluded its examination of the U.S. consolidated income tax returns of The Pepsi Bottling Group ("PBG") for the tax years 1999 through 2000 and issued a Revenue Agent's Report ("RAR") to that effect. PBG has agreed with all the adjustments set forth in the RAR. Consequently, at the end of the fourth quarter of 2006, PBG recorded a non-cash tax benefit of approximately $55 million, which represents the reversal of tax reserves following final resolution of the adjustments.
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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