Pepsi 2013 Annual Report Download - page 127

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The following table summarizes other supplemental information:
2013 2012 2011
Other supplemental information
Rent expense $ 639 $ 581 $ 589
Interest paid $ 1,007 $ 1,074 $ 1,039
Income taxes paid, net of refunds $ 3,076 $ 1,840 $ 2,218
Note 15 — Acquisitions and Divestitures
WBD
On February 3, 2011, we acquired the ordinary shares, including shares underlying American Depositary
Shares (ADSs) and Global Depositary Shares (GDS), of WBD, a company incorporated in the Russian
Federation, which represented in the aggregate approximately 66% of WBD’s outstanding ordinary shares,
pursuant to the purchase agreement dated December 1, 2010 between PepsiCo and certain selling shareholders
of WBD for approximately $3.8 billion in cash (or $2.4 billion, net of cash and cash equivalents acquired).
The acquisition of those shares increased our total ownership to approximately 77%, giving us a controlling
interest in WBD. Under the guidance on accounting for business combinations, once a controlling interest
is obtained, we were required to recognize and measure 100% of the identifiable assets acquired, liabilities
assumed and noncontrolling interests at their full fair values. Our fair market valuations of the identifiable
assets acquired and liabilities assumed were completed in the first quarter of 2012 and the final valuations
did not materially differ from those fair values reported as of December 31, 2011.
On March 10, 2011, we commenced tender offers in Russia and the U.S. for all remaining outstanding ordinary
shares and ADSs of WBD for 3,883.70 Russian rubles per ordinary share and 970.925 Russian rubles per
ADS, respectively. The Russian offer was made to all holders of ordinary shares and the U.S. offer was made
to all holders of ADSs. We completed the Russian offer on May 19, 2011 and the U.S. offer on May 16, 2011.
After completion of the offers, we paid approximately $1.3 billion for WBD’s ordinary shares (including
shares underlying ADSs) and increased our total ownership of WBD to approximately 98.6%.
On June 30, 2011, we elected to exercise our squeeze-out rights under Russian law with respect to all remaining
WBD ordinary shares not already owned by us. Therefore, under Russian law, all remaining WBD
shareholders were required to sell their ordinary shares (including those underlying ADSs) to us at the same
price that was offered to WBD shareholders in the Russian tender offer. Accordingly, all registered holders
of ordinary shares on August 15, 2011 (including the ADSs depositary) received 3,883.70 Russian rubles per
ordinary share. After completion of the squeeze-out in September 2011, we paid approximately $79 million
for WBD’s ordinary shares (including shares underlying ADSs) and increased our total ownership to 100%
of WBD.
Tingyi-Asahi Beverages Holding Co. Ltd.
On March 31, 2012, we completed a transaction with Tingyi. Under the terms of the agreement, we contributed
our Company-owned and joint venture bottling operations in China to Tingyi’s beverage subsidiary, Tingyi-
Asahi Beverages Holding Co. Ltd. (TAB), and received as consideration a 5% indirect equity interest in
TAB. As a result of this transaction, TAB is now our franchise bottler in China. We also have a call option
to increase our indirect holding in TAB to 20% by 2015. We recorded restructuring and other charges of $150
million ($176 million after-tax or $0.11 per share), primarily consisting of employee-related charges, in our
2012 results. This charge is reflected in items affecting comparability. See additional unaudited information
in “Items Affecting Comparability” in Management’s Discussion and Analysis of Financial Condition and
Results of Operations.