Dechert LLP represented PepsiCo in its approximately $3.8 billion acquisition of a majority stake in Russia’s leading branded food and beverage company. PepsiCo announced today that it has completed the previously announced acquisition of approximately 66% of the outstanding shares of Wimm-Bill-Dann Foods OJSC (Wimm-Bill-Dann) from certain selling shareholders of Wimm-Bill-Dann. The acquisition increased PepsiCo’s total ownership of Wimm-Bill-Dann’s ordinary shares to approximately 77%. It will also make PepsiCo the largest food and beverage business in Russia.
Following today’s closing of the transaction, PepsiCo will be required by Russian law to carry out a mandatory tender offer for Wimm-Bill-Dann’s remaining shares, which could push the total transaction value to $5.8 billion.
Dechert advised on competition, corporate and strategic issues related to the transaction. Igor Panshensky, a corporate and antitrust partner in the firm’s Moscow office, led the team on competition matters, assisted by antitrust associate Alexander Egorushkin. Laura M. Brank, the head of Dechert’s Russia Practice, and Olga Watson, senior associate, advised on corporate and strategic issues. Brank, Watson and other Dechert attorneys previously advised PepsiCo and the Pepsi Bottling Group on their $1.4 billion acquisition of a 75.53% stake in JSC Lebedyansky, a juice producer in Russia. That deal closed in 2008.
Since the deal signed on December 2, Dechert has assisted in obtaining the necessary antimonopoly approvals for the transaction in Russia, Ukraine and Kazakhstan. Dechert has also advised in relation to the crucial (and now positively resolved) issue of approval by the Russian Federal Government Commission for Control over Foreign Investment in Russia, headed by Prime Minister Putin, which must approve acquisitions in so-called strategic companies in Russia.
About Dechert’s Russia and CIS Practice
The lawyers in Dechert’s Russia and CIS Practice provide practical, business-oriented solutions in relation to complex domestic and cross-border matters in antitrust and regulatory, banking and finance, capital markets and securities, corporate/M&A and joint ventures, employment, foreign direct investment, general corporate and commercial, intellectual property, litigation and arbitration, private equity, real estate and construction, structured finance and securitization, and taxation. Dechert was ranked by mergermarket as one of the leading legal advisors by deal value in Central and Eastern Europe in 2010.
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