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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): July 12, 2022
PepsiCo, Inc.
(Exact name of registrant as specified in its charter)
 
North Carolina 1-1183 13-1584302
(State or other jurisdiction
of incorporation)
 (Commission
File Number)
 (IRS Employer
Identification No.)

700 Anderson Hill Road, Purchase, New York 10577
(Address of principal executive offices and Zip Code)
Registrant’s telephone number, including area code: (914253-2000
N/A
(Former name or former address, if changed since last report)

Check the appropriate box below 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))




Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:
Title of each classTrading SymbolsName of each exchange on which registered
Common Stock, par value 1-2/3 cents per sharePEPThe Nasdaq Stock Market LLC
2.500% Senior Notes Due 2022PEP22aThe Nasdaq Stock Market LLC
0.250% Senior Notes Due 2024PEP24The Nasdaq Stock Market LLC
2.625% Senior Notes Due 2026PEP26The Nasdaq Stock Market LLC
0.750% Senior Notes Due 2027PEP27The Nasdaq Stock Market LLC
0.875% Senior Notes Due 2028PEP28The Nasdaq Stock Market LLC
0.500% Senior Notes Due 2028PEP28aThe Nasdaq Stock Market LLC
1.125% Senior Notes Due 2031PEP31The Nasdaq Stock Market LLC
0.400% Senior Notes Due 2032PEP32The Nasdaq Stock Market LLC
0.750% Senior Notes Due 2033PEP33The Nasdaq Stock Market LLC
0.875% Senior Notes Due 2039PEP39The Nasdaq Stock Market LLC
1.050% Senior Notes Due 2050PEP50The Nasdaq Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.



Item 2.02. Results of Operations and Financial Condition.
The information in this Item 2.02, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), or otherwise subject to the liabilities of that Section and shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated in such filing.
Attached as Exhibit 99.1 and incorporated by reference into this Item 2.02 is a copy of the press release issued by PepsiCo, Inc. (“PepsiCo”), dated July 12, 2022, reporting PepsiCo’s financial results for the 12 and 24 weeks ended June 11, 2022.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.Description
  
104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.



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.
 
PEPSICO, INC.
Date: July 11, 2022By:/s/ David Flavell
Name:David Flavell
Title:Executive Vice President, General Counsel and Corporate Secretary


Document

Exhibit 99.1
https://cdn.kscope.io/c00922f6f60b3ac6417f754526783253-pepsicomega14-300a.jpg
PepsiCo Reports Second-Quarter 2022 Results; Updates Full-Year Outlook
Reported (GAAP) Second-Quarter and Year-to-Date 2022 Results
Second-Quarter
Year-to-Date
Net revenue growth5.2%7.0%
Foreign exchange impact on net revenue(3)%(2)%
Earnings per share (EPS)$1.03$4.09
EPS change(39)%39%
Foreign exchange impact on EPS(2)%(2)%
Organic/Core (non-GAAP)1 Second-Quarter and Year-to-Date 2022 Results
Second-Quarter
Year-to-Date
Organic revenue growth13.0%13.3%
Core EPS$1.86$3.15
Core constant currency EPS change10%9%
PURCHASE, N.Y. - July 12, 2022 - PepsiCo, Inc. (NASDAQ: PEP) today reported results for the second quarter 2022.
“We are pleased with our results for the second quarter as our business momentum continued despite ongoing macroeconomic and geopolitical volatility and higher levels of inflation across our markets,” said Chairman and CEO Ramon Laguarta.
Laguarta continued, “Our results are indicative of our highly dedicated employees, the strength and resilience of our categories, agile supply chain and go-to-market systems and strong marketplace execution. Our performance also gives us confidence that our investments to become an even Faster, even Stronger, and even Better organization by winning with pep+ are working. Given our year-to-date performance, we now expect our full-year organic revenue to increase 10 percent (previously 8 percent) and we continue to expect core constant currency earnings per share to increase 8 percent.”



1Please refer to the Glossary for the definitions of non-GAAP financial measures, including “Organic Revenue Growth,” “Core” and “Constant Currency,” and to “Guidance and Outlook” for additional information regarding PepsiCo’s full-year 2022 financial guidance. PepsiCo provides guidance on a non-GAAP basis as we cannot predict certain elements which are included in reported GAAP results, including the impact of foreign exchange and commodity mark-to-market net impacts. Please refer to PepsiCo’s Quarterly Report on Form 10-Q for the 12 and 24 weeks ended June 11, 2022 (Q2 2022 Form 10-Q) filed with the SEC for additional information regarding PepsiCo’s financial results.
1




Summary Second-Quarter 2022 Performance
Revenue
Volume(a)
GAAP Reported
% Change
Percentage Point ImpactOrganic
% Change
% Change
Foreign Exchange TranslationAcquisitions, Divestitures, and Other Structural ChangesConvenient FoodsBeverages
Frito-Lay North America1414(2)
Quaker Foods North America17182
PepsiCo Beverages North America
(1)99(1)
Latin America23(2)12269
Europe (8)1259(7)(8)
Africa, Middle East and South Asia
6710231028
Asia Pacific, Australia and New Zealand and China Region
32713126
Total5351336
Operating Profit and EPS
GAAP Reported % ChangePercentage Point ImpactCore Constant Currency
% Change
Items Affecting ComparabilityForeign Exchange Translation
Frito-Lay North America55
Quaker Foods North America56
PepsiCo Beverages North America(20)16(3)
Latin America1823(2)39
Europe (297)288112
Africa, Middle East and South Asia 14(3)718
Asia Pacific, Australia and New Zealand and China Region
7(1)410
Corporate unallocated expenses(31)20(10)
Total(34)41210
EPS(39)47210
(a)Excludes the impact of acquisitions, divestitures and other structural changes. In certain instances, the impact of organic volume growth on net revenue growth differs from the unit volume change due to the impacts of product mix, nonconsolidated joint venture volume, and, for our franchise-owned beverage businesses, temporary timing differences between bottler case sales (BCS) and concentrate shipments and equivalents (CSE). We report net revenue from our franchise-owned beverage businesses based on CSE. The volume sold by our nonconsolidated joint ventures has no direct impact on our net revenue.

Note: Amounts may not sum due to rounding.
Organic revenue and core constant currency results are non-GAAP financial measures. Please refer to the reconciliation of GAAP and non-GAAP information in the attached exhibits and to the Glossary for definitions of “Organic Revenue Growth,” “Core” and “Constant Currency.”




2




Summary Year-to-Date 2022 Performance
Revenue
Volume(a)
GAAP Reported
% Change
Percentage Point ImpactOrganic
% Change
% Change
Foreign Exchange TranslationAcquisitions, Divestitures, and Other Structural ChangesConvenient FoodsBeverages
Frito-Lay North America1414(1)
Quaker Foods North America1414
PepsiCo Beverages North America
28101
Latin America2112268
Europe (5)1149(4)(5)
Africa, Middle East and South Asia
967211021
Asia Pacific, Australia and New Zealand and China Region
5.524115.510
Total7241336
Operating Profit and EPS
GAAP Reported
% Change
Percentage Point ImpactCore Constant Currency
% Change
Items Affecting ComparabilityForeign Exchange Translation
Frito-Lay North America5(0.5)4
Quaker Foods North America66
PepsiCo Beverages North America248(243)4.5
Latin America291544
Europe (274)2549(11)
Africa, Middle East and South Asia 19(2)523
Asia Pacific, Australia and New Zealand and China Region
528
Corporate unallocated expenses(11)187
Total35(28)28
EPS39(32)29
(a)Excludes the impact of acquisitions, divestitures and other structural changes. In certain instances, the impact of organic volume growth on net revenue growth differs from the unit volume change due to the impacts of product mix, nonconsolidated joint venture volume, and, for our franchise-owned beverage businesses, temporary timing differences between BCS and CSE. We report net revenue from our franchise-owned beverage businesses based on CSE. The volume sold by our nonconsolidated joint ventures has no direct impact on our net revenue.

Note: Amounts may not sum due to rounding.
Organic revenue and core constant currency results are non-GAAP financial measures. Please refer to the reconciliation of GAAP and non-GAAP information in the attached exhibits and to the Glossary for definitions of “Organic,” “Core” and “Constant Currency.”

3




Guidance and Outlook
The Company provides guidance on a non-GAAP basis as we cannot predict certain elements which are included in reported GAAP results, including the impact of foreign exchange translation and commodity mark-to-market net impacts.
The Company now expects to deliver 10 percent organic revenue growth (versus our previous guidance of 8 percent) for fiscal year 2022.

Consistent with its previous guidance for 2022, the Company continues to expect:
An 8 percent increase in core constant currency EPS;
A core annual effective tax rate of 20 percent; and
Total cash returns to shareholders of approximately $7.7 billion, comprised of dividends of $6.2 billion and share repurchases of $1.5 billion.

In addition, the Company continues to expect a 2-percentage-point foreign exchange translation headwind to impact reported net revenue and core EPS growth based on current market consensus rates.

This assumption and the guidance above imply 2022 core EPS of $6.63, a 6 percent increase compared to 2021 core EPS of $6.26.
Prepared Management Remarks and Live Question and Answer Webcast
At approximately 6:30 a.m. (Eastern time) on July 12, 2022, the Company will post prepared management remarks (in pdf format) of its second quarter 2022 results and business update, including its outlook for 2022, at www.pepsico.com/investors. At 8:15 a.m. (Eastern time) on July 12, 2022, the Company will host a live question and answer session with investors and financial analysts. Further details will be accessible on the Company’s website at www.pepsico.com/investors.
Contacts:Investor RelationsCommunications
investor@pepsico.compepsicomediarelations@pepsico.com
4




PepsiCo, Inc. and Subsidiaries
Condensed Consolidated Statement of Income
(in millions except per share amounts, unaudited)
 
 12 Weeks Ended24 Weeks Ended
 6/11/20226/12/20216/11/20226/12/2021
Net Revenue$20,225 $19,217 $36,425 $34,037 
Cost of sales9,415 8,880 16,848 15,551 
Gross profit10,810 10,337 19,577 18,486 
Selling, general and administrative expenses (a)
7,387 7,208 13,967 13,045 
Gain associated with the Juice Transaction (b)
(13)— (3,335)— 
Impairment of intangible assets (c)
1,359 — 1,601 — 
Operating Profit2,077 3,129 7,344 5,441 
Other pension and retiree medical benefits (expense)/income(2)126 132 246 
Net interest expense and other(236)(241)(476)(499)
Income before income taxes1,839 3,014 7,000 5,188 
Provision for income taxes393 642 1,281 1,093 
Net income1,446 2,372 5,719 4,095 
Less: Net income attributable to noncontrolling interests
17 14 29 23 
Net Income Attributable to PepsiCo$1,429 $2,358 $5,690 $4,072 
Diluted
Net income attributable to PepsiCo per common share$1.03 $1.70 $4.09 $2.94 
Weighted-average common shares outstanding1,389 1,388 1,390 1,387 
(a)The increase in selling, general and administrative expenses for the 12 and 24 weeks ended June 11, 2022, as compared to the 12 and 24 weeks ended June 12, 2021, primarily reflects higher selling and distribution costs.
(b)In the 24 weeks ended June 11, 2022, we sold our Tropicana, Naked and other select juice brands to PAI Partners for approximately $3.5 billion in cash and a 39% noncontrolling interest in a newly formed joint venture operating across North America and Europe (Juice Transaction).
(c)In the 12 and 24 weeks ended June 11, 2022, we recorded pre-tax impairment charges of $1.4 billion and $1.6 billion, respectively, primarily related to the decrease in fair value of our indefinite-lived intangibles as a result of the Russia-Ukraine conflict.
A - 1


PepsiCo, Inc. and Subsidiaries
Supplemental Financial Information
(in millions and unaudited)
 
 12 Weeks Ended24 Weeks Ended
 6/11/20226/12/20216/11/20226/12/2021
Net Revenue
Frito-Lay North America$5,181 $4,552 $10,020 $8,788 
Quaker Foods North America675 575 1,388 1,221 
PepsiCo Beverages North America6,120 6,156 11,473 11,230 
Latin America2,415 1,967 3,889 3,209 
Europe 3,023 3,286 4,820 5,081 
Africa, Middle East and South Asia 1,696 1,602 2,700 2,485 
Asia Pacific, Australia and New Zealand and China Region 1,115 1,079 2,135 2,023 
Total$20,225 $19,217 $36,425 $34,037 
Operating Profit
Frito-Lay North America $1,448 $1,382 $2,744 $2,622 
Quaker Foods North America 135 128 294 278 
PepsiCo Beverages North America 651 809 4,085 1,175 
Latin America420 356 743 574 
Europe (797)405 (933)536 
Africa, Middle East and South Asia 290 256 470 394 
Asia Pacific, Australia and New Zealand and China Region 206 192 421 400 
Corporate unallocated expenses(276)(399)(480)(538)
Total$2,077 $3,129 $7,344 $5,441 


A - 2


PepsiCo, Inc. and Subsidiaries
Condensed Consolidated Statement of Cash Flows
(in millions, unaudited)

 24 Weeks Ended
 6/11/20226/12/2021
Operating Activities
Net income$5,719 $4,095 
Depreciation and amortization1,195 1,213 
Gain associated with the Juice Transaction(3,335)— 
Brand portfolio impairment charges465 — 
Russia-Ukraine conflict charges1,406 — 
Operating lease right-of-use asset amortization223 220 
Share-based compensation expense156 144 
Restructuring and impairment charges 75 77 
Cash payments for restructuring charges(82)(104)
Acquisition and divestiture-related charges
64 15 
Cash payments for acquisition and divestiture-related charges(34)(14)
Pension and retiree medical plan expenses139 48 
Pension and retiree medical plan contributions(214)(461)
Deferred income taxes and other tax charges and credits49 220 
Tax payments related to the Tax Cuts and Jobs Act (TCJ Act)(309)(309)
Change in assets and liabilities:
Accounts and notes receivable(1,753)(1,214)
Inventories(990)(810)
Prepaid expenses and other current assets(186)(40)
Accounts payable and other current liabilities(990)(1,114)
Income taxes payable608 516 
Other, net(325)(142)
Net Cash Provided by Operating Activities1,881 2,340 
Investing Activities
Capital spending(1,499)(1,305)
Sales of property, plant and equipment222 22 
Acquisitions, net of cash acquired, and investments in noncontrolled affiliates(29)(22)
Proceeds associated with the Juice Transaction3,456 — 
Other divestitures and sales of investments in noncontrolled affiliates
15 120 
Short-term investments, by original maturity:
More than three months - maturities— 1,135 
Three months or less, net(67)
Other investing, net(1)
Net Cash Provided by/(Used for) Investing Activities2,172 (116)
(Continued on following page)








A - 3


PepsiCo, Inc. and Subsidiaries
Condensed Consolidated Statement of Cash Flows (continued)
(in millions, unaudited)

24 Weeks Ended
6/11/20226/12/2021
Financing Activities
Payments of long-term debt(1,652)(1,696)
Debt redemptions(1,550)— 
Short-term borrowings, by original maturity:
More than three months - proceeds1,935 — 
More than three months - payments— (397)
Three months or less, net844 89 
Cash dividends paid(2,997)(2,842)
Share repurchases - common(699)(106)
Proceeds from exercises of stock options89 100 
Withholding tax payments on restricted stock units and performance stock units converted(87)(73)
Other financing(15)(19)
Net Cash Used for Financing Activities(4,132)(4,944)
Effect of exchange rate changes on cash and cash equivalents and restricted cash(83)12 
Net Decrease in Cash and Cash Equivalents and Restricted Cash(162)(2,708)
Cash and Cash Equivalents and Restricted Cash, Beginning of Year5,707 8,254 
Cash and Cash Equivalents and Restricted Cash, End of Period$5,545 $5,546 
Supplemental Non-Cash Activity
Right-of-use assets obtained in exchange for lease obligations$428 $319 
A - 4


PepsiCo, Inc. and Subsidiaries
Condensed Consolidated Balance Sheet
(in millions except per share amounts)
(unaudited)
6/11/202212/25/2021
ASSETS
Current Assets
Cash and cash equivalents$5,405 $5,596 
Short-term investments287 392 
Accounts and notes receivable, net10,498 8,680 
Inventories:
Raw materials and packaging2,403 1,898 
Work-in-process158 151 
Finished goods2,726 2,298 
5,287 4,347 
Prepaid expenses and other current assets1,156 980 
Assets held for sale— 1,788 
Total Current Assets22,633 21,783 
Property, Plant and Equipment, net22,694 22,407 
Amortizable Intangible Assets, net1,348 1,538 
Goodwill18,547 18,381 
Other Indefinite-Lived Intangible Assets15,743 17,127 
Investments in Noncontrolled Affiliates3,519 2,627 
Deferred Income Taxes4,345 4,310 
Other Assets4,274 4,204 
Total Assets$93,103 $92,377 
LIABILITIES AND EQUITY
Current Liabilities
Short-term debt obligations$6,032 $4,308 
Accounts payable and other current liabilities21,191 21,159 
Liabilities held for sale— 753 
Total Current Liabilities27,223 26,220 
Long-Term Debt Obligations33,247 36,026 
Deferred Income Taxes4,838 4,826 
Other Liabilities9,121 9,154 
Total Liabilities74,429 76,226 
Commitments and contingencies
PepsiCo Common Shareholders’ Equity
Common stock, par value 12/3¢ per share (authorized 3,600 shares; issued, net of repurchased common stock at par value: 1,381 and 1,383 shares, respectively)
23 23 
Capital in excess of par value3,970 4,001 
Retained earnings67,763 65,165 
Accumulated other comprehensive loss(14,416)(14,898)
Repurchased common stock, in excess of par value (486 and 484 shares, respectively)
(38,787)(38,248)
Total PepsiCo Common Shareholders’ Equity18,553 16,043 
Noncontrolling interests121 108 
Total Equity18,674 16,151 
Total Liabilities and Equity$93,103 $92,377 
 
A - 5


Non-GAAP Measures
In discussing financial results and guidance, the Company refers to the following measures which are not in accordance with U.S. Generally Accepted Accounting Principles (GAAP): organic revenue growth, core results and core constant currency results. We use these non-GAAP financial measures internally to make operating and strategic decisions, including the preparation of our annual operating plan, evaluation of our overall business performance and as a factor in determining compensation for certain employees. We believe presenting non-GAAP financial measures provides additional information to facilitate comparison of our historical operating results and trends in our underlying operating results and provides additional transparency on how we evaluate our business. We also believe presenting these measures allows investors to view our performance using the same measures that we use in evaluating our financial and business performance and trends.
We consider quantitative and qualitative factors in assessing whether to adjust for the impact of items that may be significant or that could affect an understanding of our ongoing financial and business performance or trends. Examples of items for which we may make adjustments include: amounts related to mark-to-market gains or losses (non-cash); charges related to restructuring plans; charges associated with mergers, acquisitions, divestitures and other structural changes; gains associated with divestitures; asset impairment charges (non-cash); pension and retiree medical-related amounts (including all settlement and curtailment gains and losses); charges or adjustments related to the enactment of new laws, rules or regulations, such as tax law changes; amounts related to the resolution of tax positions; tax benefits related to reorganizations of our operations; debt redemptions, cash tender or exchange offers; and remeasurements of net monetary assets. Prior to the fourth quarter of 2021, certain immaterial pension and retiree medical-related settlement and curtailment gains and losses were not considered items affecting comparability. Pension and retiree medical-related service cost, interest cost, expected return on plan assets, and other net periodic pension costs will continue to be reflected in our core results. See below for a description of adjustments to our GAAP financial measures included herein. 
Non-GAAP information should be considered as supplemental in nature and is not meant to be considered in isolation or as a substitute for the related financial information prepared in accordance with GAAP. In addition, our non-GAAP financial measures may not be the same as or comparable to similar non-GAAP measures presented by other companies.
Glossary
We use the following definitions when referring to our non-GAAP financial measures, which may not be the same as or comparable to similar measures presented by other companies:
Beverage volume: Volume shipped to retailers and independent distributors from both PepsiCo and our independent bottlers.
Bottler case sales (BCS): Measure of physical beverage volume shipped to retailers and independent distributors from both PepsiCo and our independent bottlers.
Concentrate shipments and equivalents (CSE): Measure of our physical beverage volume shipments to independent bottlers.
 
Constant currency: Financial results assuming constant foreign currency exchange rates used for translation based on the rates in effect for the comparable prior-year period. In order to compute our constant currency results, we multiply or divide, as appropriate, our current-year U.S. dollar results by the current-year average foreign exchange rates and then multiply or divide, as appropriate, those amounts by the prior-year average foreign exchange rates.
Core: Core results are non-GAAP financial measures which exclude certain items from our historical results. For further information regarding these excluded items, refer to “Items Affecting Comparability” in “Item 2 – Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Q2 2022 Form 10-Q and in “Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our annual report on Form 10-K for the fiscal year ended December 25, 2021. For the periods presented, core results exclude the following items:
Mark-to-market net impact
Mark-to-market net gains and losses on commodity derivatives in corporate unallocated expenses. These gains and losses are subsequently reflected in division results when the divisions recognize the cost of the underlying commodity in operating profit.
Restructuring and impairment charges
Expenses related to the multi-year productivity plan publicly announced in 2019, which was expanded and extended through the end of 2026 to take advantage of additional opportunities within the initiatives of the plan.
A - 6


Acquisition and divestiture-related charges
Acquisition and divestiture-related charges primarily include merger and integration charges and costs associated with divestitures. Merger and integration charges include changes in fair value of contingent consideration, liabilities to support socioeconomic programs in South Africa, employee-related costs, contract termination costs and other integration costs. Divestiture-related charges reflect transaction expenses, including consulting, advisory and other professional fees.
Gain associated with the Juice Transaction
We recognized a gain associated with the Juice Transaction in our PepsiCo Beverages North America and Europe divisions.
Russia-Ukraine conflict charges
In connection with the deadly conflict in Ukraine, we recognized charges related to indefinite-lived intangible assets and property, plant and equipment impairment, allowance for expected credit losses, inventory write-downs and other costs.
Brand Portfolio Impairment Charges
We recognized intangible assets and property, plant and equipment impairment and other charges as a result of management’s decision to reposition or discontinue the sale/distribution of certain brands.
Pension and retiree medical-related impact
Pension and retiree medical-related impact includes settlement charges related to lump sum distributions exceeding the total of annual service and interest cost, partially offset by curtailment gains resulting from the Juice Transaction.
Charge related to cash tender offers
As a result of the cash tender offers for some of our long-term debt, we recorded a charge primarily representing the tender price paid over the carrying value of the tendered notes and loss on treasury rate locks used to mitigate the interest rate risk on the cash tender offers.
Tax expense related to the TCJ Act
Tax expense related to the TCJ Act reflects adjustments to the mandatory transition tax liability under the TCJ Act.
Effective net pricing: Reflects the year-over-year impact of discrete pricing actions, sales incentive activities and mix resulting from selling varying products in different package sizes and in different countries.
Organic revenue growth: A measure that adjusts for the impacts of foreign exchange translation, acquisitions, divestitures and other structural changes, and where applicable, the impact of an additional week of results every five or six years (53rd reporting week), including in our fourth quarter 2022 financial results. We believe organic revenue growth provides useful information in evaluating the results of our business because it excludes items that we believe are not indicative of ongoing performance or that we believe impact comparability with the prior year.
2022 guidance
Our 2022 organic revenue growth guidance excludes the impact of acquisitions, divestitures and other structural changes, the impact of the 53rd reporting week and foreign exchange translation. Our 2022 core effective tax rate guidance and 2022 core constant currency EPS growth guidance exclude the mark-to-market net impact included in corporate unallocated expenses, restructuring and impairment charges, and other items noted above. Our 2022 core constant currency EPS growth guidance also excludes the impact of foreign exchange translation. We are unable to reconcile our full year projected 2022 organic revenue growth to our full year projected 2022 reported net revenue growth because we are unable to predict the 2022 impact of foreign exchange due to the unpredictability of future changes in foreign exchange rates and because we are unable to predict the occurrence or impact of any acquisitions, divestitures or other structural changes. We are also not able to reconcile our full year projected 2022 core effective tax rate to our full year projected 2022 reported effective tax rate and our full year projected 2022 core constant currency EPS growth to our full year projected 2022 reported EPS growth because we are unable to predict the 2022 impact of foreign exchange or the mark-to-market net impact on commodity derivatives due to the unpredictability of future changes in foreign exchange rates and commodity prices. Therefore, we are unable to provide a reconciliation of these measures.
A - 7


PepsiCo, Inc. and Subsidiaries
Reconciliation of GAAP and Non-GAAP Information
Organic Revenue Growth Rates
12 and 24 Weeks Ended June 11, 2022
(unaudited)

12 Weeks Ended 6/11/2022
Impact ofImpact of
Net Revenue Year over Year % ChangeReported
% Change, GAAP Measure
Foreign exchange translationAcquisitions and divestitures
Organic
% Change, Non-GAAP Measure(b)
Organic Volume(c)
Effective net pricing
Frito-Lay North America14 %— — 14 %— 14 
Quaker Foods North America17 %— — 18 %16 
PepsiCo Beverages North America(1)%— %— 
Latin America23 %(2)22 %15 
Europe (8)%12 %(8)17 
Africa, the Middle East and South Asia %10 23 %14 
Asia Pacific, Australia and New Zealand and China Region %13 %10 2.5 
Total (a)
%13 %12 

24 Weeks Ended 6/11/2022
Impact ofImpact of
Net Revenue Year over Year % ChangeReported
% Change, GAAP Measure
Foreign exchange translationAcquisitions and divestitures
Organic
% Change, Non-GAAP Measure(b)
Organic
volume(c)
Effective net pricing
Frito-Lay North America14 %— — 14 %13 
Quaker Foods North America14 %— — 14 %— 14 
PepsiCo Beverages North America%— 10 %
Latin America21 %— 22 %12 10 
Europe (5)%11 %(5)15 
Africa, Middle East and South Asia %21 %13 
Asia Pacific, Australia and New Zealand and China Region 5.5 %11 %
Total (a)
%13 %2.5 11 
(a)Acquisitions and divestitures primarily reflect the Juice Transaction in PepsiCo Beverages North America and Europe, and the alignment of the reporting calendars for the Pioneer Food Group Ltd. acquisition in Africa, Middle East and South Asia and the Hangzhou Haomusi Food Co., Ltd. acquisition in the Asia Pacific, Australia and New Zealand and China Region.
(b)A financial measure that is not in accordance with GAAP. See pages A-6 through A-7 for further discussion.
(c)Excludes the impact of acquisitions, divestitures and other structural changes. In certain instances, the impact of organic volume growth on net revenue growth differs from the unit volume change disclosed in the Summary Second-Quarter 2022 Performance and Summary Year-to-Date 2022 Performance tables on pages 2 and 3, respectively, due to the impacts of product mix, nonconsolidated joint venture volume, and, for our franchise-owned beverage businesses, temporary timing differences between BCS and CSE. We report net revenue from our franchise-owned beverage businesses based on CSE. The volume sold by our nonconsolidated joint ventures has no direct impact on our net revenue.

Note – Amounts may not sum due to rounding.
A - 8


PepsiCo, Inc. and Subsidiaries
Reconciliation of GAAP and Non-GAAP Information (continued)
Year over Year Growth Rates
12 and 24 Weeks Ended June 11, 2022
(unaudited)
12 Weeks Ended 6/11/2022
 Impact of Items Affecting ComparabilityImpact of
Year over Year % ChangeReported
% Change,
GAAP Measure
Mark-to-market net impactRestructuring and impairment chargesAcquisition and divestiture-related chargesGain associated with the Juice TransactionRussia-Ukraine conflict chargesBrand Portfolio Impairment ChargesPension and retiree medical-related impact
Core
% Change, Non-GAAP Measure
(a)
Foreign exchange
translation
Core Constant Currency
% Change,
Non-GAAP Measure
(a)
Frito-Lay North America%— — — — — — — %— %
Quaker Foods North America%— — — — — — — %— %
PepsiCo Beverages North America(20)%— — — (2)— 17 — (3)%— (3)%
Latin America18 %— — — — — 23 — 41 %(2)39 %
Europe (297)%— (1)— 288 — — (9)%11 %
Africa, Middle East and South Asia 14 %— — (3)— — — — 10 %18 %
Asia Pacific, Australia and New Zealand and China Region %— (1)— — — — %10 %
Corporate unallocated expenses(31)%20 (2.5)— — — — (10)%— (10)%
Total Operating Profit(34)%(2.5)— (0.5)— 37 — %10 %
Net Income Attributable to PepsiCo(39)%(2)— (1)— 39 %10 %
Net Income Attributable to PepsiCo per common share – diluted(39)%(2)— (1)— 39 %10 %
24 Weeks Ended 6/11/2022
 Impact of Items Affecting ComparabilityImpact of
Year over Year % ChangeReported
% Change,
GAAP Measure
Mark-to-market net impactRestructuring and impairment chargesAcquisition and divestiture-related chargesGain associated with the Juice TransactionRussia-Ukraine conflict chargesBrand Portfolio Impairment ChargesPension and retiree medical-related impact
Core
% Change, Non-GAAP Measure
(a)
Foreign exchange
translation
Core Constant Currency
% Change,
Non-GAAP Measure
(a)
Frito-Lay North America%— (0.5)— — — — — %— %
Quaker Foods North America%— — — — — — — %— %
PepsiCo Beverages North America248 %— — (259)— 12 — %— 4.5 %
Latin America29 %— — — — 14 — 44 %— 44 %
Europe (274)%— (1)(56)263 45 — (20)%(11)%
Africa, Middle East and South Asia 19 %— — (2)— — — — 17 %23 %
Asia Pacific, Australia and New Zealand and China Region %— — — — — — — %%
Corporate unallocated expenses(11)%20 (2)(1)— — — — %— %
Total Operating Profit35 %(2)— (61)26 — %%
Net Income Attributable to PepsiCo40 %(2)— (71)29 %%
Net Income Attributable to PepsiCo per common share – diluted39 %(2)— (71)29 %%
(a)A financial measure that is not in accordance with GAAP. See pages A-6 through A-7 for further discussion.
Note – Amounts may not sum due to rounding.
A - 9


PepsiCo, Inc. and Subsidiaries
Reconciliation of GAAP and Non-GAAP Information (continued)
Certain Line Items
12 Weeks Ended June 11, 2022 and June 12, 2021
(in millions except per share amounts, unaudited)
12 Weeks Ended 6/11/2022
Cost of salesGross profitSelling, general and administrative expensesGain associated with the Juice TransactionImpairment of intangible assetsOperating profitOther pension and retiree medical benefits (expense)/income
Provision for income taxes(b)
Net income attributable to noncontrolling interestsNet income attributable to PepsiCoNet income attributable to PepsiCo per common share - diluted
Effective tax rate(c)
Reported, GAAP Measure$9,415 $10,810 $7,387 $(13)$1,359 $2,077 $(2)$393 $17 $1,429 $1.03 21.4 %
Items Affecting Comparability
Mark-to-market net impact22 (22)76 — — (98)— (25)— (73)(0.05)(0.2)
Restructuring and impairment charges— — (45)— — 45 39 0.03 (0.1)
Acquisition and divestiture-related charges— — (8)— — — — 0.01 — 
Gain associated with the Juice Transaction— — — 13 — (13)— (3)— (10)(0.01)— 
Russia-Ukraine conflict charges(7)25 — (1,197)1,165 — 238 — 927 0.67 (0.6)
Brand Portfolio Impairment Charges(8)(54)— (162)224 — 61 — 163 0.12 0.7 
Pension and retiree medical-related impact— — — — — — 131 30 — 101 0.07 0.1 
Core, Non-GAAP Measure (a)
$9,436 $10,789 $7,381 $— $— $3,408 $132 $703 $18 $2,583 $1.86 21.3 %
12 Weeks Ended 6/12/2021
Cost of salesGross profitSelling, general and administrative expensesOperating profitOther pension and retiree medical benefits income
Provision for income taxes(b)
Net income attributable to PepsiCoNet income attributable to PepsiCo per common share - diluted
Effective tax rate(c)
Reported, GAAP Measure$8,880 $10,337 $7,208 $3,129 $126 $642 $2,358 $1.70 21.3 %
Items Affecting Comparability
Mark-to-market net impact— — 20 (20)— (4)(16)(0.01)— 
Restructuring and impairment charges(2)(33)35 (1)29 0.02 (0.1)
Acquisition and divestiture-related charges(1)(24)25 — 21 0.02 — 
Core, Non-GAAP Measure (a)
$8,877 $10,340 $7,171 $3,169 $125 $647 $2,392 $1.72 21.2 %

(a)A financial measure that is not in accordance with GAAP. See A-6 through A-7 for further discussion.
(b)Provision for income taxes is the expected tax charge/benefit on the underlying item based on the tax laws and income tax rates applicable to the underlying item in its corresponding tax jurisdiction.
(c)The impact of items affecting comparability on our effective tax rate represents the difference in the effective tax rate resulting from a higher or lower tax rate applicable to the items affecting comparability.
Note – Certain amounts may not sum due to rounding.
A - 10


PepsiCo, Inc. and Subsidiaries
Reconciliation of GAAP and Non-GAAP Information (continued)
Certain Line Items
24 Weeks Ended June 11, 2022 and June 12, 2021
(in millions except per share amounts, unaudited)
24 Weeks Ended 6/11/2022
Cost of salesGross profitSelling, general and administrative expensesGain associated with the Juice TransactionImpairment of intangible assetsOperating profitOther pension and retiree medical benefits (expense)/income
Provision for income taxes(b)
Net income attributable to noncontrolling interestsNet income attributable to PepsiCoNet income attributable to PepsiCo per common share - diluted
Effective tax rate(c)
Reported, GAAP Measure$16,848 $19,577 $13,967 $(3,335)$1,601 $7,344 $132 $1,281 $29 $5,690 $4.09 18.3 %
Items Affecting Comparability
Mark-to-market net impact55 (55)155 — — (210)— (51)— (159)(0.11)(0.1)
Restructuring and impairment charges(5)(67)— — 72 14 60 0.04 — 
Acquisition and divestiture-related charges— — (58)— — 58 10 — 54 0.04 — 
Gain associated with the Juice Transaction— — — 3,335 — (3,335)— (455)— (2,880)(2.07)3.5 
Russia-Ukraine conflict charges(133)133 (75)— (1,198)1,406 — 238 — 1,168 0.84 (0.8)
Brand Portfolio Impairment Charges(8)(54)— (403)465 — 109 — 356 0.26 0.2 
Pension and retiree medical-related impact— — — — — — 115 26 — 89 0.06 — 
Core, Non-GAAP Measure (a)
$16,757 $19,668 $13,868 $— $— $5,800 $256 $1,172 $30 $4,378 $3.15 21.0 %
24 Weeks Ended 6/12/2021
Cost of salesGross profitSelling, general and administrative expensesOperating profitOther pension and retiree medical benefits income
Provision for income taxes(b)
Net income attributable to PepsiCoNet income attributable to PepsiCo per common share - diluted
Effective tax rate(c)
Reported, GAAP Measure$15,551 $18,486 $13,045 $5,441 $246 $1,093 $4,072 $2.94 21.1 %
Items Affecting Comparability
Mark-to-market net impact36 (36)59 (95)— (21)(74)(0.05)— 
Restructuring and impairment charges(4)(68)72 13 64 0.05 (0.1)
Acquisition and divestiture-related charges(1)(14)15 — 14 0.01 — 
Core, Non-GAAP Measure (a)
$15,582 $18,455 $13,022 $5,433 $251 $1,086 $4,076 $2.94 21.0 %
(a)A financial measure that is not in accordance with GAAP. See A-6 through A-7 for further discussion.
(b)Provision for income taxes is the expected tax charge/benefit on the underlying item based on the tax laws and income tax rates applicable to the underlying item in its corresponding tax jurisdiction.
(c)The impact of items affecting comparability on our effective tax rate represents the difference in the effective tax rate resulting from a higher or lower tax rate applicable to the items affecting comparability.
Note – Amounts may not sum due to rounding.
A - 11


PepsiCo, Inc. and Subsidiaries
Reconciliation of GAAP and Non-GAAP Information (continued)
Operating Profit by Division
12 Weeks Ended June 11, 2022 and June 12, 2021
(in millions, unaudited)
12 Weeks Ended 6/11/2022
Items Affecting Comparability
Operating ProfitReported, GAAP MeasureMark-to-market net impactRestructuring
and impairment charges
Acquisition and divestiture-related chargesGain associated with the Juice TransactionRussia-Ukraine conflict chargesBrand Portfolio Impairment Charges
Core,
Non-GAAP Measure(a)
Frito-Lay North America$1,448 $— $$— $— $— $— $1,451 
Quaker Foods North America135 — — — — — — 135 
PepsiCo Beverages North America651 — (13)— 141 783 
Latin America420 — — — — 83 511 
Europe (797)— 12 — 1,165 — 383 
Africa, Middle East and South Asia 290 — — — — — 293 
Asia Pacific, Australia and New Zealand and China Region 206 — — — — — 209 
Corporate unallocated expenses
(276)(98)14 — — — (357)
Total$2,077 $(98)$45 $$(13)$1,165 $224 $3,408 
12 Weeks Ended 6/12/2021
Items Affecting Comparability
Operating ProfitReported, GAAP MeasureMark-to-market net impactRestructuring
and impairment charges
Acquisition and divestiture-related charges
Core,
Non-GAAP Measure(a)
Frito-Lay North America$1,382 $— $$— $1,385 
Quaker Foods North America128 — — — 128 
PepsiCo Beverages North America809 — 811 
Latin America356 — — 362 
Europe 405 — 15 — 420 
Africa, Middle East and South Asia 256 — 265 
Asia Pacific, Australia and New Zealand and China Region 192 — 196 
Corporate unallocated expenses
(399)(20)15 (398)
Total$3,129 $(20)$35 $25 $3,169 
(a)A financial measure that is not in accordance with GAAP. See A-6 through A-7 for further discussion.

A - 12


PepsiCo, Inc. and Subsidiaries
Reconciliation of GAAP and Non-GAAP Information (continued)
Operating Profit by Division
24 Weeks Ended June 11, 2022 and June 12, 2021
(in millions, unaudited)
24 Weeks Ended 6/11/2022
Items Affecting Comparability
Operating ProfitReported, GAAP MeasureMark-to-market net impactRestructuring and impairment chargesAcquisition and divestiture-related chargesGain associated with the Juice TransactionRussia-Ukraine conflict chargesBrand Portfolio Impairment Charges
Core,
Non-GAAP Measure(a)
Frito-Lay North America$2,744 $— $$— $— $— $— $2,750 
Quaker Foods North America294 — — — — — — 294 
PepsiCo Beverages North America4,085 — 39 (3,037)— 141 1,233 
Latin America743 — 14 — — — 83 840 
Europe (933)— 19 13 (298)1,406 241 448 
Africa, Middle East and South Asia 470 — — — — — 475 
Asia Pacific, Australia and New Zealand and China Region 421 — — — — — 425 
Corporate unallocated expenses
(480)(210)19 — — — (665)
Total$7,344 $(210)$72 $58 $(3,335)$1,406 $465 $5,800 
24 Weeks Ended 6/12/2021
Items Affecting Comparability
Operating ProfitReported,
 GAAP Measure
Mark-to-market net impactRestructuring and impairment chargesAcquisition and divestiture-related charges
Core,
Non-GAAP Measure(a)
Frito-Lay North America$2,622 $— $18 $$2,642 
Quaker Foods North America278 — — — 278 
PepsiCo Beverages North America1,175 — 1,182 
Latin America574 — — 582 
Europe 536 — 26 — 562 
Africa, Middle East and South Asia 394 — 405 
Asia Pacific, Australia and New Zealand and China Region 400 — 404 
Corporate unallocated expenses
(538)(95)10 (622)
Total$5,441 $(95)$72 $15 $5,433 
(a)A financial measure that is not in accordance with GAAP. See A-6 through A-7 for further discussion.
A - 13



PepsiCo, Inc. and Subsidiaries
Reconciliation of GAAP and Non-GAAP Information (continued)
(unaudited)

Gross Margin Performance Reconciliation
12 Weeks Ended24 Weeks Ended
 6/11/20226/11/2022
Reported gross margin performance, GAAP measure(35)bps(57)bps
Mark-to-market net impact(11)(4)
Restructuring and impairment charges(1)— 
Acquisition and divestiture-related charges— — 
Russia-Ukraine conflict charges(4)36 
Brand Portfolio Impairment Charges
Core gross margin performance, non-GAAP measure (a)
(46)bps(23)bps
Operating Margin Performance Reconciliation 
12 Weeks Ended24 Weeks Ended
 6/11/20226/11/2022
Reported operating margin performance, GAAP measure(602)bps418 bps
Mark-to-market net impact(38)(30)
Restructuring and impairment charges(1)
Acquisition and divestiture-related charges(8)12 
Gain associated with the Juice Transaction(7)(916)
Russia-Ukraine conflict charges576 386 
Brand Portfolio Impairment Charges111 128 
Core operating margin performance, non-GAAP measure (a)
36 bps(4)bps
Fiscal 2021 Diluted EPS Reconciliation
Year Ended
12/25/2021
Reported diluted EPS, GAAP measure$5.49 
Mark-to-market net impact0.01 
Restructuring and impairment charges0.15 
Acquisition and divestiture-related charges(0.02)
Pension and retiree medical-related impact0.01 
Charge related to cash tender offers0.49 
Net tax related to the TCJ Act0.14 
Core diluted EPS, non-GAAP measure (a)
$6.26 
(a)A financial measure that is not in accordance with GAAP. See pages A-6 through A-7 for further discussion.

Note – Certain amounts may not sum due to rounding.
A - 14




Cautionary Statement
Statements in this communication that are “forward-looking statements,” including our 2022 guidance and outlook, are based on currently available information, operating plans and projections about future events and trends. Terminology such as “aim,” “anticipate,” “believe,” “drive,” “estimate,” “expect,” “expressed confidence,” “forecast,” “future,” “goal,” “guidance,” “intend,” “may,” “objective,” “outlook,” “plan,” “position,” “potential,” “project,” “seek,” “should,” “strategy,” “target,” “will” or similar statements or variations of such words and other similar expressions are intended to identify forward looking statements, although not all forward looking statements contain such terms. Forward-looking statements inherently involve risks and uncertainties that could cause actual results to differ materially from those predicted in such forward looking statements. Such risks and uncertainties include, but are not limited to: the risks associated with the deadly conflict in Ukraine; the impact of COVID-19; future demand for PepsiCo’s products; damage to PepsiCo’s reputation or brand image; product recalls or other issues or concerns with respect to product quality and safety; PepsiCo’s ability to compete effectively; PepsiCo’s ability to attract, develop and maintain a highly skilled and diverse workforce; water scarcity; changes in the retail landscape or in sales to any key customer; disruption of PepsiCo’s manufacturing operations or supply chain, including increased commodity, packaging, transportation, labor and other input costs; political or social conditions in the markets where PepsiCo’s products are made, manufactured, distributed or sold; PepsiCo’s ability to grow its business in developing and emerging markets; changes in economic conditions in the countries in which PepsiCo operates; future cyber incidents and other disruptions to our information systems; failure to successfully complete or manage strategic transactions; PepsiCo’s reliance on third-party service providers and enterprise-wide systems; climate change or measures to address climate change; strikes or work stoppages; failure to realize benefits from PepsiCo’s productivity initiatives; deterioration in estimates and underlying assumptions regarding future performance that can result in an impairment charge; fluctuations or other changes in exchange rates; any downgrade or potential downgrade of PepsiCo’s credit ratings; imposition or proposed imposition of new or increased taxes aimed at PepsiCo’s products; imposition of limitations on the marketing or sale of PepsiCo’s products; changes in laws and regulations related to the use or disposal of plastics or other packaging materials; failure to comply with personal data protection and privacy laws; increase in income tax rates, changes in income tax laws or disagreements with tax authorities; failure to adequately protect PepsiCo’s intellectual property rights or infringement on intellectual property rights of others; failure to comply with applicable laws and regulations; and potential liabilities and costs from litigation, claims, legal or regulatory proceedings, inquiries or investigations.
For additional information on these and other factors that could cause PepsiCo’s actual results to materially differ from those set forth herein, please see PepsiCo’s filings with the Securities and Exchange Commission, including its most recent annual report on Form 10-K and subsequent reports on Forms 10-Q and 8-K. Investors are cautioned not to place undue reliance on any such forward-looking statements, which speak only as of the date they are made. We undertake no obligation to update any forward looking statement, whether as a result of new information, future events or otherwise.
A - 15