Shareholders of The Pepsi Bottling Group Approve Merger with PepsiCo

SOMERS, N.Y.–(BUSINESS WIRE)–Shareholders of The Pepsi Bottling Group, Inc. (NYSE: PBG) today voted overwhelmingly to adopt the Agreement and Plan of Merger dated as of August 3, 2009, among PBG, PepsiCo and a wholly owned subsidiary of PepsiCo. The Company has now received all necessary shareholder approvals to proceed with the PepsiCo transaction. PepsiCo and PBG hope to complete the transaction, which remains subject to regulatory approvals and the satisfaction of other customary closing conditions, by the end of February 2010.

At today’s shareholder meeting, more than 99 percent of the votes cast by holders of PBG common stock voted in favor of the proposal to adopt the merger agreement. In addition, the holders of more than 81 percent of the voting power of the outstanding shares of PBG common stock and Class B common stock voted in favor of the proposal to adopt the merger agreement.

Under the terms of the merger agreement, PBG shareholders have the option to elect either $36.50 in cash or 0.6432 shares of PepsiCo common stock for each share of PBG, subject to proration such that the aggregate consideration to be paid to PBG shareholders shall be 50 percent cash and 50 percent PepsiCo common stock.

About PBG

The Pepsi Bottling Group, Inc. is the world’s largest manufacturer, seller and distributor of Pepsi-Cola beverages with annual sales of over $13 billion. With approximately 65,000 employees worldwide, PBG has operations in the U.S., Canada, Mexico, Russia, Spain, Turkey and Greece. For more information, visit the Company’s website at