Updated from 12:40 a.m. EDT
proposed to acquire all of the outstanding common shares it doesn't already own of
Pepsi Bottling Group
The deal values shares of Pepsi Bottling at $29.50 a share and PepsiAmericas at $23.27 a share, represesenting a premium of 17.1% to the average price of each on April 17.
Shares of Pepsi Bottling closed Friday at $25.20, while shares of PepsiAmericas closed at $19.88.
PepsiCo said the acquisitions, if completed, "would create a leaner, more agile business model and provide a stronger foundation for PepsiCo's future growth.
One the deal closes, PepsiCo said it would handle distribution of about 80% of its total North American beverage volume.
PepsiCo currently owns 33% of Pepsi Bottling and 43% of PepsiAmericas.
In a statement Monday, PepsiCo said the total value of the shares it proposes to acquire is about $6 billion.
PepsiCo said the transaction is expected to be accretive to its earnings by at least 15 cents a share.
The consolidation would create annual pretax savings of about $200 million, the company said.
Pepsi Bottling said Monday it received the proposal from PepsiCo and that its board would evaluate the proposal "carefully and respond in due course."
The food and beverage company meanwhile reported first-quarter earnings of $1.14 billion, or 72 cents a share, compared with year-earlier earnings of $1.15 billion, or 70 cents a share. Sales fell slightly to $8.26 billion from $8.33 billion.
Core earnings in the first quarter were 71 cents a share. Analysts surveyed by Thomson Reuters were expecting earnings of 67 cents a share.
PepsiCo also reaffirmed its full-year 2009 guidance for both net revenue and core per-share earnings of mid- to high-single-digit constant currency growth. The company estimates foreign exchange, at current spot rates, would have a high-single-digit percentage point adverse impact to core earnings per share for the year at constant currency rates.
Core per-share earnings in 2008 were $3.68.