Citigroup Global Markets Limited Placing of shares in Britvic plc (2849G)

TIDMBVIC

RNS Number : 2849G

Citigroup Global Markets Limited

25 May 2017

NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO.

THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY, NOR SHALL THERE BE ANY SALE OF THE SECURITIES REFERRED TO HEREIN, IN OR INTO ANY JURISDICTION WHERE SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH JURISDICTION.

PLEASE SEE THE IMPORTANT NOTICE AT THE OF THIS ANNOUNCEMENT.

PepsiCo, Inc. Announces Intention to Sell up to all of its 4.5% Minority Stake in Bottler Britvic plc; No Impact Expected on Bottling Arrangement

PepsiCo, Inc. ("PepsiCo") announces its intention to sell up to all of its 4.5% minority equity stake (up to approximately 11.8 million ordinary shares) in Britvic plc ("Britvic") (the "Placing Shares") held through PepsiCo's subsidiary, Tropicana United Kingdom Limited. The sale is expected to be executed through an accelerated bookbuild placement with institutional investors (the "Placing"), which will be launched immediately following this announcement.

Britvic serves as PepsiCo's bottler and distributor in the United Kingdom and Ireland and also manufactures and distributes its own portfolio of leading brands. PepsiCo's decision was made as part of a routine review of its asset portfolio and has no impact on PepsiCo's longstanding and valued bottling relationship with Britvic.

"Britvic has been a terrific bottling partner since 1987 and we look forward to the continuation of this mutually beneficial relationship," said Ramon Laguarta, Chief Executive Officer of PepsiCo's Europe Sub-Saharan Africa business. "The combined capabilities of Britvic and PepsiCo are valued by our respective consumers, customers and shareholders and this decision will not impact our bottling arrangements."

Simon Litherland, Chief Executive Officer of Britvic, commented "The relationship between Britvic and PepsiCo is longstanding and has been mutually beneficial to both parties. We have been the sole bottling partner for PepsiCo in Great Britain for the last 30 years and in that time, we have delivered significant growth for PepsiCo, led by Pepsi Max, and successfully expanded our bottling agreement into new categories. Both Britvic and PepsiCo are committed to continuing to build on the success we have achieved to date into the future."

Citigroup Global Markets Limited ("Citi") is acting as sole bookrunner in connection with the Placing. The placing price and number of Placing Shares to be sold will be agreed by Citi and PepsiCo at the close of the bookbuild process. The timings for the close of the bookbuild process, pricing and allocations are at the absolute discretion of Citi and PepsiCo.

Britvic will not receive any proceeds from the Placing.

About PepsiCo

PepsiCo products are enjoyed by consumers one billion times a day in more than 200 countries and territories around the world. PepsiCo generated approximately $63 billion in net revenue in 2016, driven by a complementary food and beverage portfolio that includes Frito-Lay, Gatorade, Pepsi-Cola, Quaker and Tropicana. PepsiCo's product portfolio includes a wide range of enjoyable foods and beverages, including 22 brands that generate more than $1 billion each in estimated annual retail sales.

At the heart of PepsiCo is Performance with Purpose - our fundamental belief that the success of our company is inextricably linked to the sustainability of the world around us. We believe that continuously improving the products we sell, operating responsibly to protect our planet and empowering people around the world is what enables PepsiCo to run a successful global company that creates long-term value for society and our shareholders. For more information, visit www.pepsico.com.

PepsiCo Cautionary Statement

Statements in this release that are "forward-looking statements" are based on currently available information, operating plans and projections about future events and trends. Terminology such as "expect," "commitment," "will" or similar statements or variations of such terms are intended to identify forward-looking statements, although not all forward-looking statements contain such terms. Forward-looking statements inherently involve risks and uncertainties that could cause actual results to differ materially from those predicted in any such forward-looking statement. Such risks and uncertainties include, but are not limited to, changes in demand for PepsiCo's products, as a result of changes in consumer preferences or otherwise. For additional information on these and other factors that could cause PepsiCo's actual results to materially differ from those set forth herein, please see PepsiCo's filings with the Securities and Exchange Commission, including its most recent annual report on Form 10-K and subsequent reports on Forms 10-Q and 8-K. Investors are cautioned not to place undue reliance on any such forward-looking statements, which speak only as of the date they are made. PepsiCo undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.

   Contact:          Investors                                                         Media 
                           Jamie Caulfield                                              Jay Cooney 
                           Senior Vice President, Investor Relations       Vice President, Communications 
                           914-253-3035                                                  914-325-3485 
                           [e-mail]                        [e-mail] 

Citigroup Global Markets Limited

Alex Carter

Chuba Ezenwa

[phone]

Important Notice

MEMBERS OF THE GENERAL PUBLIC ARE NOT ELIGIBLE TO TAKE PART IN THE OFFERING. THIS ANNOUNCEMENT AND ANY OFFER OF SECURITIES TO WHICH IT RELATES ARE ONLY ADDRESSED TO AND DIRECTED AT (1) IN ANY MEMBER STATE OF THE EUROPEAN ECONOMIC AREA, PERSONS WHO ARE QUALIFIED INVESTORS ("QUALIFIED INVESTORS") WITHIN THE MEANING OF ARTICLE 2(1)(E) OF EU DIRECTIVE 2003/71/EC (AND ANY AMMENT THERETO, INCLUDING EU DIRECTIVE 2010/73/EU) AND ANY RELEVANT IMPLEMENTING MEASURES (THE "PROSPECTUS DIRECTIVE"); AND (2) IN THE UNITED KINGDOM, PERSONS WHO ARE QUALIFIED INVESTORS WHO (I) HAVE PROFESSIONAL EXPERIENCE IN MATTERS RELATING TO INVESTMENTS WHO FALL WITHIN ARTICLE 19(5) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2005 (AS AMED) (THE "ORDER"); OR (II) FALL WITHIN ARTICLE 49(2)(A) TO (D) OF THE ORDER OR (III) ARE PERSONS TO WHOM AN OFFER OF THE PLACING SHARES MAY OTHERWISE LAWFULLY BE MADE (ALL SUCH PERSONS REFERRED TO IN (1) AND (2) TOGETHER BEING REFERRED TO AS "RELEVANT PERSONS"). THE INFORMATION REGARDING THE OFFERING SET OUT IN THIS ANNOUNCEMENT MUST NOT BE ACTED ON OR RELIED ON BY PERSONS WHO ARE NOT RELEVANT PERSONS. ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS ANNOUNCEMENT RELATES IS AVAILABLE ONLY TO RELEVANT PERSONS AND WILL BE ENGAGED IN ONLY WITH RELEVANT PERSONS.

This announcement and the information contained herein is for information purposes only and does not constitute or form part of any offer of, or the solicitation of an offer to acquire or dispose of, securities in the United States, Canada, Australia, South Africa or Japan or in any other jurisdiction in which such an offer or solicitation is unlawful.

The Placing Shares have not been, and will not be, registered under the US Securities Act of 1933, as amended (the "US Securities Act"), or under the applicable securities laws of any state or other jurisdiction of the United States, Canada, Australia, South Africa or Japan or of any other jurisdiction. The Placing Shares may not be offered or sold in the United States unless registered under the US Securities Act or offered in a transaction exempt from, or not subject to, the registration requirements of the US Securities Act and the securities laws of any relevant state or other jurisdiction of the United States. There will be no public offering of the Placing Shares in the United States or elsewhere.

The Placing Shares have not been approved or disapproved by the US Securities and Exchange Commission, any state securities commission or other regulatory authority in the United States, nor have any of the foregoing authorities passed upon or endorsed the merits of the Placing or the accuracy or adequacy of this announcement. Any representation to the contrary is a criminal offence in the United States.

No prospectus or offering document has been or will be prepared in connection with the Placing. Any investment decision to buy securities in the Placing must be made solely on the basis of publicly available information. Such information is not the responsibility of and has not been independently verified by any of PepsiCo, Tropicana United Kingdom Limited, Citi or any of their respective affiliates.

Neither this announcement nor any copy of it may be taken, transmitted or distributed, directly or indirectly, in or into or from the United States (including its territories and possessions, any state of the United States and the District of Columbia), Canada, Australia, South Africa or Japan. The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession this document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

The distribution of this announcement and the offering or sale of the Placing Shares in certain jurisdictions may be restricted by law. No action has been taken by PepsiCo, Tropicana United Kingdom Limited, Citi or any of their respective affiliates that would, or which is intended to, permit a public offer of the Placing Shares in any jurisdiction or possession or distribution of this announcement or any other offering or publicity material relating to the Placing Shares in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required by PepsiCo, Tropicana United Kingdom Limited and Citi to inform themselves about and to observe any applicable restrictions.

Citi, which is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority in the United Kingdom, is acting only for PepsiCo and Tropicana United Kingdom Limited in connection with the Placing and will not be responsible to anyone other than PepsiCo and Tropicana United Kingdom Limited for providing the protections offered to the clients of Citi, nor for providing advice in relation to the Placing or any matters referred to in this announcement.

Citi and any of its affiliates acting as an investor for its own account may participate in the offering on a proprietary basis and in that capacity may retain, purchase or sell for their own account such Placing Shares. In addition, Citi or any of its affiliates may enter into financing arrangements and swaps with investors in connection with which they may from time to time acquire, hold or dispose of Placing Shares. Citi does not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligation to do so.

This information is provided by RNS

The company news service from the London Stock Exchange

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May 25, 2017 11:42 ET (15:42 GMT)