UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 28, 2005
THE PEPSI BOTTLING GROUP, INC.
(Exact name of registrant as specified in its charter)
Delaware 1-14893 13-4038356
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
One Pepsi Way, Somers, NY 10589
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (914) 767-6000
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act(17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act(17 CFR 240.13e-4(c))
Item 1.01. Entry into a Material Definitive Agreement
On June 28, 2005, Bottling Group, LLC (the "Company"), the principal
operating subsidiary of The Pepsi Bottling Group, Inc. ("PBG"), and PepsiCo,
Inc. ("PepsiCo"), the owner of approximately 42% of PBG's common stock, entered
into a settlement agreement (the "Agreement") related to the allocation of
proceeds from the settlement of a class action lawsuit known as In re: High
Fructose Corn Syrup Antitrust Litigation Master File No. 95-1477 in the United
States District Court for the Central District of Illinois (the "Lawsuit"). The
Lawsuit related to purchases of high fructose corn syrup ("HFCS") by several
companies, including bottling entities owned and operated by PepsiCo, during the
period from July 1, 1991 to June 30, 1995 (the "Class Period"). Certain of these
bottling entities were transferred to PBG when PepsiCo formed PBG in 1999. Under
the Agreement, the Company will be entitled to receive 45.8% of the total
recovery related to HFCS purchases by PepsiCo's company-owned bottling
operations during the Class Period (the "PepsiCo Recovery").
PBG has been notified that, on or around June 21, 2005, the Court
overseeing the Lawsuit approved payment of the PepsiCo Recovery. Approximately
90% (or $45.4 million) of the PepsiCo Recovery is expected to be paid by the end
of June 2005, with the balance expected to be paid in late 2005 (subject to
Court approval). Pursuant to the Agreement, the Company will receive 45.8% (or
$20.8 million) of the June 2005 payment. PBG will recognize this amount in its
third quarter and currently intends to utilize the proceeds to fund long-term,
strategic productivity initiatives.
SIGNATURE
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.
THE PEPSI BOTTLING GROUP, INC.
(Registrant)
Date: June 30, 2005 /s/ David Yawman
-------------------
(Signature)
David Yawman, Vice President, Assistant
General Counsel and Assistant Secretary