Issuer Free Writing Prospectus
Filed Pursuant to Rule 433
Registration Statement No. 333-177307
August 8, 2012
PepsiCo, Inc.
0.700% Senior Notes due 2015
1.250% Senior Notes due 2017
3.600% Senior Notes due 2042
| Issuer: | PepsiCo, Inc. | |||||
| Ratings (Moody’s / S&P): | Aa3 / A- (negative / stable outlook) | |||||
| Trade Date: | August 8, 2012 | |||||
| Settlement Date (T+3): | August 13, 2012 | |||||
| Title of Securities: | 0.700% Senior Notes due 2015 | 1.250% Senior Notes due 2017 | 3.600% Senior Notes due 2042 | |||
| Aggregate Principal Amount Offered: | $900,000,000 | $1,000,000,000 | $600,000,000 | |||
| Maturity Date: | August 13, 2015 | August 13, 2017 | August 13, 2042 | |||
| Interest Payment Dates: | Semi-annually on each February 13 and August 13, commencing on February 13, 2013. | Semi-annually on each February 13 and August 13, commencing on February 13, 2013. | Semi-annually on each February 13 and August 13, commencing on February 13, 2013. | |||
| Benchmark Treasury: | 0.25% due July 15, 2015 | 0.50% due July 31, 2017 | 3.125% due February 15, 2042 | |||
| Benchmark Treasury Yield: | 0.381% | 0.727% | 2.741% | |||
| Spread to Treasury: | +33 bps | +63 bps | +95 bps | |||
| Re-offer Yield: | 0.711% | 1.357% | 3.691% | |||
| Coupon: | 0.700% | 1.250% | 3.600% | |||
| Price to Public: | 99.967% | 99.484% | 98.358% | |||
| Optional Redemption: | Make-whole call at Treasury rate plus 5 basis points | Make-whole call at Treasury rate plus 10 basis points | Make-whole call at Treasury rate plus 15 basis points | |||
| Daycount Fraction: | 30 / 360 | 30 / 360 | 30 / 360 | |||
| CUSIP/ISIN: | 713448 CA4 / US713448CA46 | 713448 CB2 / US713448CB29 | 713448 CC0 / US713448CC02 | |||
| Minimum Denomination: | $2,000 and integral multiples of $1,000 | |||||
| Joint Bookrunners: | Citigroup Global Markets Inc. Morgan Stanley & Co. LLC RBS Securities Inc. | |||||
| Co-Managers: | ANZ Securities, Inc. Lebenthal & Co., LLC Samuel A. Ramirez & Company, Inc. TD Securities (USA) LLC UBS Securities LLC | |||||
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