PepsiCo Files 8-K on Debt Issuances

TL;DR

PepsiCo is issuing a bunch of new debt across various maturities. 📈

AI Summary

On February 7, 2025, PepsiCo Inc. filed an 8-K to report on various debt issuances, including notes due in 2026, 2027, 2028, 2029, 2031, 2032, 2033, 2034, 2039, and 2050. The filing also includes information about its common stock par value. No specific dollar amounts for these issuances were detailed in the provided text.

Why It Matters

This filing indicates PepsiCo is actively managing its debt structure, which can impact its financial leverage and future borrowing costs.

Risk Assessment

Risk Level: low — The filing is a routine disclosure of debt issuances and does not indicate any immediate financial distress or significant operational changes.

Key Players & Entities

• PEPSICO INC (company) — Filer
• 2026 (date) — Maturity date of notes
• 2027 (date) — Maturity date of notes
• 2028 (date) — Maturity date of notes
• 2029 (date) — Maturity date of notes
• 2031 (date) — Maturity date of notes
• 2032 (date) — Maturity date of notes
• 2033 (date) — Maturity date of notes
• 2034 (date) — Maturity date of notes
• 2039 (date) — Maturity date of notes

FAQ

Key Financial Figures

• $500,000,000 — c. ("PepsiCo") announced an offering of $500,000,000 aggregate principal amount of its 4.400
• $750,000,000 — nior Notes due 2027 (the "2027 Notes"), $750,000,000 aggregate principal amount of its 4.450
• $1,000,000,000 — nior Notes due 2028 (the "2028 Notes"), $1,000,000,000 aggregate principal amount of its 4.600
• $1,250,000,000 — r Notes due 2030 (the "2030 Notes") and $1,250,000,000 aggregate principal amount of its 5.000
• $3,483 m — received net proceeds of approximately $3,483 million, after deducting underwriting dis
• $1,250,000,000 M — ,000,000 $750,000,000 $1,000,000,000 $1,250,000,000 Maturity Date: February 7, 2027 Februar

Filing Documents

• tm255549d1_8k.htm (8-K) — 62KB
• tm255549d1_ex1-1.htm (EX-1.1) — 64KB
• tm255549d1_ex4-1.htm (EX-4.1) — 34KB
• tm255549d1_ex4-2.htm (EX-4.2) — 35KB
• tm255549d1_ex4-3.htm (EX-4.3) — 35KB
• tm255549d1_ex4-4.htm (EX-4.4) — 35KB
• tm255549d1_ex5-1.htm (EX-5.1) — 10KB
• tm255549d1_ex5-2.htm (EX-5.2) — 9KB
• tm255549d1_ex5-1img001.jpg (GRAPHIC) — 2KB
• 0001104659-25-010578.txt ( ) — 618KB
• pep-20250207.xsd (EX-101.SCH) — 6KB
• pep-20250207_def.xml (EX-101.DEF) — 31KB
• pep-20250207_lab.xml (EX-101.LAB) — 42KB
• pep-20250207_pre.xml (EX-101.PRE) — 29KB
• tm255549d1_8k_htm.xml (XML) — 16KB

01. Other Events

Item 8.01. Other Events. PepsiCo Senior Notes Offering. On February 5, 2025, PepsiCo, Inc. ("PepsiCo") announced an offering of $500,000,000 aggregate principal amount of its 4.400% Senior Notes due 2027 (the "2027 Notes"), $750,000,000 aggregate principal amount of its 4.450% Senior Notes due 2028 (the "2028 Notes"), $1,000,000,000 aggregate principal amount of its 4.600% Senior Notes due 2030 (the "2030 Notes") and $1,250,000,000 aggregate principal amount of its 5.000% Senior Notes due 2035 (the "2035 Notes," and together with the 2027 Notes, 2028 Notes and 2030 Notes, the "Notes"). BNP Paribas Securities Corp., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC were joint book-running managers for the offering of the Notes. PepsiCo received net proceeds of approximately $3,483 million, after deducting underwriting discounts and estimated offering expenses payable by PepsiCo. The net proceeds will be used for general corporate purposes, including the repayment of commercial paper. The Notes were offered and sold pursuant to a Terms Agreement (the "Terms Agreement") dated February 5, 2025 (incorporating the PepsiCo, Inc. Underwriting Agreement Standard Provisions dated as of November 18, 2019 (the "Standard Provisions")) among PepsiCo and the representatives of the several underwriters, under PepsiCo's automatic shelf registration statement on Form S-3 (File No. 333-277003), filed with the Securities and Exchange Commission (the "SEC") on February 12, 2024 (the "Registration prospectus, dated February 12, 2024, relating to the offer and sale of the Notes. The Notes were issued on February 7, 2025 pursuant to an Indenture (the "Indenture") dated as of February 12, 2024 between PepsiCo and U.S. Bank Trust Company, National Association, as Trustee. The following table summarizes information about the Notes

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d)Exhibits 1.1 Terms Agreement dated February 5, 2025 (incorporating the PepsiCo, Inc. Underwriting Agreement Standard Provisions dated as of November 18, 2019) among PepsiCo and BNP Paribas Securities Corp., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC, as Representatives of the several underwriters named therein. 1.2 PepsiCo, Inc. Underwriting Agreement Standard Provisions dated as of November 18, 2019 (incorporated by reference to Exhibit 1.2 to PepsiCo's Registration Statement on Form S-3 (File No. 333-277003) filed with the SEC on February 12, 2024). 4.1 Form of 4.400% Senior Note due 2027. 4.2 Form of 4.450% Senior Note due 2028. 4.3 Form of 4.600% Senior Note due 2030. 4.4 Form of 5.000% Senior Note due 2035. 5.1 Opinion of Davis Polk & Wardwell LLP. 5.2 Opinion of Womble Bond Dickinson (US) LLP. 23.1 Consent of Davis Polk & Wardwell LLP (included in Exhibit 5.1). 23.2 Consent of Womble Bond Dickinson (US) LLP (included in Exhibit 5.2). 104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL. 2

SIGNATURES

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. Date: February 7, 2025 PepsiCo, Inc. By: /s/ Cynthia A. Nastanski Name: Cynthia A. Nastanski Title: Senior Vice President, Corporate Law and Deputy Corporate Secretary 3

View Full Filing

View this 8-K filing on SEC EDGAR