offers educational programs in-housetraining publications and management consulting services to A/E/Cprofessionals worldwide
offers educational programs, in-housetraining, publications, and management consulting services to A/E/Cprofessionals worldwide. Headquartered in Newton, MA, the firm has offices inAtlanta, the United Kingdom, and Australia. On the web: PSMJ ResourcesKristen Norweg, Copyright Business Wire 2009. PURCHASE, N.Y., May 11 /PRNewswire-FirstCall/ — PepsiCo (NYSE: PEP) announcedtoday that it has filed suit in Delaware against the Pepsi Bottling Group(NYSE: PBG) and certain of its directors.The suit alleges that thedefendants intentionally failed to provide notice of a recent PBG Boardmeeting to the PBG directors affiliated with PepsiCo.At that meeting, thedirectors in attendance claim to have adopted a “poison pill,” implementedcertain new executive compensation arrangements and purported to amend the PBGbylaws in ways PepsiCo believes are detrimental to its rights as ashareholder.Because of the lack of notice and consideration by the fullBoard, PepsiCo alleges those actions by the Board at the meeting are invalid. PepsiCo further alleges that PBG and its Board breached their fiduciary dutiesto PBG shareholders by adopting the poison pill because it restricts PepsiCo’srights as a PBG shareholder and constitutes an unreasonable anddisproportionate response to PepsiCo’s constructive proposal.The suit seeksdeclaratory and injunctive relief.On April 19, 2009, PepsiCo made a proposal to acquire all of the outstandingshares of common stock that it does not already own in its two largest anchorbottlers, PBG and PepsiAmericas (NYSE: PAS), at a value of $29.50 per sharefor PBG and $23.27 per share for PAS.PepsiCo currently owns 33% of theoutstanding shares of PBG and 43% of the outstanding shares of PAS.On May 4, 2009, PBG announced that its Board had rejected PepsiCo’s proposal.
(“PepsiCo”) enters into definitive agreements in connection withthe proposed transactions with The Pepsi Bottling Group, Inc (“PBG”) andPepsiAmericas, Inc. Information regarding PepsiCo’s directors and executiveofficers is available in its Annual Report on Form 10-K for the year endedDecember 27, 2008, which was filed with the SEC on February 19, 2009, and itsproxy statement for its 2009 annual meeting of shareholders, which was filedwith the SEC on March 24, 2009. Other information regarding the participantsin the proxy solicitations and a description of their direct and indirectinterests, by security holdings or otherwise, will be contained in the proxystatements/prospectuses and other relevant materials to be filed with the SECwhen they become available.Statements in this release that are “forward-looking statements” are based oncurrently available information, operating plans and projections about futureevents and trends. They inherently involve risks and uncertainties that couldcause actual results to differ materially from those predicted in suchforward-looking statements.
For additional information on these and other factors that could causePepsiCo’s actual results to materially differ from those set forth herein,please see PepsiCo’s filings with the SEC, including its most recent annualreport on Form 10-K and subsequent reports on Forms 10-Q and 8-K. Investorsare cautioned not to place undue reliance on any such forward-lookingstatements, which speak only as of the date they are made All information inthis communication is as of May 11, 2009. PepsiCo undertakes no obligation toupdate any forward-looking statements, whether as a result of new information,future events or otherwise.SOURCEPepsiCoJulie Hamp, +1-914-253-3212, or Dick Detwiler, +1-914-253-2725. NEW YORK–(Business Wire)–Financial Security Assurance Holdings Ltd. (FSA Holdings or the Company)reported today that Fitch Ratings (Fitch) has downgraded its monoline bondinsurance subsidiary Financial Security Assurance Inc (FSA) from AAA to AA+ andFSA Holdings from AA to A+ The ratings remain on Rating Watch Negative. In its commentary, Fitch says today`s rating action primarily reflects Fitch`sview of the residual risks retained by FSA following the transfer of itsFinancial Products (FP) business to parent Dexia As part of its sale of FSA toAssured Guaranty Ltd.
(Assured), Dexia has agreed to retain FSA`s FP businessand to protect FSA/Assured from the credit and liquidity risks associated withthis business line through various liquidity lines, guarantees and collateralposting mechanisms. In addition, certain of Dexia`s obligations will beguaranteed on a several basis by the governments of Belgium (rated AA+) andFrance (rated AAA). As a consequence, Fitch believes the risk to FSA of the FPbusiness is consistent with a AA+ rating while the financial products portfolioruns off. Fitch recognizes that FSA remains well-capitalized at its currentratings level, and the transaction is expected to be capital accretive for themerger with Assured Robert P.

