Amendment to Five-Year Credit Agreement among PepsiCo, Inc. and Lenders (Citibank, JPMorgan, HSBC, Merrill Lynch, Morgan Stanley)
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Summary
This document is an amendment to the Five-Year Credit Agreement originally dated May 22, 2006, between PepsiCo, Inc. and a group of lenders including Citibank, JPMorgan Chase, HSBC, Merrill Lynch, and Morgan Stanley. The amendment increases the lending commitments of several lenders by specified amounts, subject to the terms of the original agreement. The changes are irrevocable and effective only if received by the agent, Citibank, by July 25, 2007. The purpose is to provide PepsiCo with increased borrowing capacity under the existing credit facility.
EX-10.1 4 y37789exv10w1.htm EX-10.1: AMENDMENT TO THE FIVE-YEAR CREDIT AGREEMENT EX-10.1
Exhibit 10.1
July 19, 2007
Citibank, N.A.,
390 Greenwich
New York, NY 10013
Fax: (646) ###-###-####
390 Greenwich
New York, NY 10013
Fax: (646) ###-###-####
Attention: Nikhil Arora
PepsiCo, Inc.
Ladies and Gentlemen:
Reference is made to the Five-Year Credit Agreement, dated as of May 22, 2006 (as amended or modified from time to time, the “Credit Agreement,” terms defined therein and not otherwise defined herein being used herein as defined therein), among PepsiCo, Inc., a North Carolina corporation (the “Company”), the Lenders (as defined in the Credit Agreement) parties thereto, Citibank, N.A., as agent for the Lenders (the “Agent”), Citigroup Global Markets Inc. and J.P. Morgan Securities Inc., as joint lead arrangers, and JPMorgan Chase Bank, N.A., as syndication agent. Terms defined in the Credit Agreement are used herein with the same meaning unless otherwise defined herein.
Pursuant to Section 2.05(c)(iv) of the Credit Agreement, the Lender named below hereby notifies the Agent as follows:
The Lender named below increase to its Commitment by $100,000,000 (for an aggregate maximum Commitment of not more than $400,000,000).
This notice and consent is subject in all respects to the terms of the Credit Agreement, is irrevocable and shall be effectively only if received by the Agent no later than July 25, 2007.
| Very truly yours, | ||||
| Citibank, N.A. | ||||
| By: | /s/ Carolyn Kee | |||
| Name: | Carolyn Kee | |||
| Title: | Authorized Signatory | |||
June 6, 2007
Citibank, N.A.,
390 Greenwich
New York, NY 10013
Fax: (646) ###-###-####
390 Greenwich
New York, NY 10013
Fax: (646) ###-###-####
Attention: Nikhil Arora
PepsiCo, Inc.
Ladies and Gentlemen:
Reference is made to the Five-Year Credit Agreement, dated as of May 22, 2006 (as amended or modified from time to time, the “Credit Agreement,” terms defined therein and not otherwise defined herein being used herein as defined therein), among PepsiCo, Inc., a North Carolina corporation (the “Company”), the Lenders (as defined in the Credit Agreement) parties thereto, Citibank, N.A., as agent for the Lenders (the “Agent”), Citigroup Global Markets Inc. and J.P. Morgan Securities Inc., as joint lead arrangers, and JPMorgan Chase Bank, N.A., as syndication agent. Terms defined in the Credit Agreement are used herein with the same meaning unless otherwise defined herein.
Pursuant to Section 2.05(c)(iv) of the Credit Agreement, the Lender named below hereby notifies the Agent as follows:
The Lender named below agrees to increase its Commitment by $100 million (for an aggregate maximum Commitment of not more than $400 million).
This notice and consent is subject in all respects to the terms of the Credit Agreement, is irrevocable and shall be effectively only if received by the Agent no later than July 25, 2007.
| Very truly yours, | ||||
| JPMorgan Chase Bank, N.A. | ||||
| By: | /s/ Thomas T. Hou | |||
| Name: | Thomas T. Hou | |||
| Title: | Executive Director | |||
June 19, 2007
Citibank, N.A.,
390 Greenwich
New York, NY 10013
Fax: (646) ###-###-####
390 Greenwich
New York, NY 10013
Fax: (646) ###-###-####
Attention: Nikhil Arora
PepsiCo, Inc.
Ladies and Gentlemen:
Reference is made to the Five-Year Credit Agreement, dated as of May 22, 2006 (as amended or modified from time to time, the “Credit Agreement,” terms defined therein and not otherwise defined herein being used herein as defined therein), among PepsiCo, Inc., a North Carolina corporation (the “Company”), the Lenders (as defined in the Credit Agreement) parties thereto, Citibank, N.A., as agent for the Lenders (the “Agent”), Citigroup Global Markets Inc. and J.P. Morgan Securities Inc., as joint lead arrangers, and JPMorgan Chase Bank, N.A., as syndication agent. Terms defined in the Credit Agreement are used herein with the same meaning unless otherwise defined herein.
Pursuant to Section 2.05(c)(iv) of the Credit Agreement, the Lender named below hereby notifies the Agent as follows:
The Lender named below increase to its Commitment by $50,000,000 (for an aggregate maximum Commitment of not more than $200,000,000).
This notice and consent is subject in all respects to the terms of the Credit Agreement, is irrevocable and shall be effectively only if received by the Agent no later than July 25, 2007.
| Very truly yours, | ||||
| HSBC Bank USA, NA | ||||
| By: | /s/ Thomas A. Foley | |||
| Name: | Thomas A. Foley | |||
| Title: | Senior Vice President | |||
July 2, 2007
Citibank, N.A.,
390 Greenwich
New York, NY 10013
Fax: (646) ###-###-####
390 Greenwich
New York, NY 10013
Fax: (646) ###-###-####
Attention: Nikhil Arora
PepsiCo, Inc.
Ladies and Gentlemen:
Reference is made to the Five-Year Credit Agreement, dated as of May 22, 2006 (as amended or modified from time to time, the “Credit Agreement,” terms defined therein and not otherwise defined herein being used herein as defined therein), among PepsiCo, Inc., a North Carolina corporation (the “Company”), the Lenders (as defined in the Credit Agreement) parties thereto, Citibank, N.A., as agent for the Lenders (the “Agent”), Citigroup Global Markets Inc. and J.P. Morgan Securities Inc., as joint lead arrangers, and JPMorgan Chase Bank, N.A., as syndication agent. Terms defined in the Credit Agreement are used herein with the same meaning unless otherwise defined herein.
Pursuant to Section 2.05(c)(iv) of the Credit Agreement, the Lender named below hereby notifies the Agent as follows:
The Lender named below increase to its Commitment by $50,000,000.00 (for an aggregate maximum Commitment of not more than $200,000,000.00).
This notice and consent is subject in all respects to the terms of the Credit Agreement, is irrevocable and shall be effectively only if received by the Agent no later than July 25, 2007.
| Very truly yours, | ||||||
| Merrill Lynch Bank USA | ||||||
| By: Name: | /s/ Louis Alder | |||||
| Title: | Director | |||||
July 3, 2007
Citibank, N.A.,
390 Greenwich
New York, NY 10013
Fax: (646) ###-###-####
390 Greenwich
New York, NY 10013
Fax: (646) ###-###-####
Attention: Nikhil Arora
PepsiCo, Inc.
Ladies and Gentlemen:
Reference is made to the Five-Year Credit Agreement, dated as of May 22, 2006 (as amended or modified from time to time, the “Credit Agreement,” terms defined therein and not otherwise defined herein being used herein as defined therein), among PepsiCo, Inc., a North Carolina corporation (the “Company”), the Lenders (as defined in the Credit Agreement) parties thereto, Citibank, N.A., as agent for the Lenders (the “Agent”), Citigroup Global Markets Inc. and J.P. Morgan Securities Inc., as joint lead arrangers, and JPMorgan Chase Bank, N.A., as syndication agent. Terms defined in the Credit Agreement are used herein with the same meaning unless otherwise defined herein.
Pursuant to Section 2.05(c)(iv) of the Credit Agreement, the Lender named below hereby notifies the Agent as follows:
The Lender named below increase to its Commitment by $50,000,000 for an aggregate maximum Commitment of not more than $200,000,000.
This notice and consent is subject in all respects to the terms of the Credit Agreement, is irrevocable and shall be effectively only if received by the Agent no later than July 25, 2007.
| Very truly yours, | ||||||
| Morgan Stanley Bank | ||||||
| By: Name: | /s/ Daniel Twenge | |||||
| Title: | Authorized Signatory | |||||
July 18, 2007
Citibank, N.A.,
390 Greenwich
New York, NY 10013
Fax: (646) ###-###-####
390 Greenwich
New York, NY 10013
Fax: (646) ###-###-####
Attention: Nikhil Arora
PepsiCo, Inc.
Ladies and Gentlemen:
Reference is made to the Five-Year Credit Agreement, dated as of May 22, 2006 (as amended or modified from time to time, the “Credit Agreement,” terms defined therein and not otherwise defined herein being used herein as defined therein), among PepsiCo, Inc., a North Carolina corporation (the “Company”), the Lenders (as defined in the Credit Agreement) parties thereto, Citibank, N.A., as agent for the Lenders (the “Agent”), Citigroup Global Markets Inc. and J.P. Morgan Securities Inc., as joint lead arrangers, and JPMorgan Chase Bank, N.A., as syndication agent. Terms defined in the Credit Agreement are used herein with the same meaning unless otherwise defined herein.
Pursuant to Section 2.05(c)(iv) of the Credit Agreement, the Lender named below hereby notifies the Agent as follows:
The Lender named below increases its Commitment by $50 million (for an aggregate maximum Commitment of not more than $200 million).
This notice and consent is subject in all respects to the terms of the Credit Agreement, is irrevocable and shall be effectively only if received by the Agent no later than July 25, 2007.
| Very truly yours, | ||||||
| UBS Loan Finance LLC | ||||||
| By: | /s/ Irja R. Otsa | |||||
| Name: | Irja R. Otsa | |||||
| Title: | Associate Director | |||||
| By: | /s/ David D. Julie | |||||
| Name: | David D. Julie | |||||
| Title: | Associate Director | |||||
July 12, 2007
Citibank, N.A.,
390 Greenwich
New York, NY 10013
Fax: (646) ###-###-####
390 Greenwich
New York, NY 10013
Fax: (646) ###-###-####
Attention: Nikhil Arora
PepsiCo, Inc.
Ladies and Gentlemen:
Reference is made to the Five-Year Credit Agreement, dated as of May 22, 2006 (as amended or modified from time to time, the “Credit Agreement,” terms defined therein and not otherwise defined herein being used herein as defined therein), among PepsiCo, Inc., a North Carolina corporation (the “Company”), the Lenders (as defined in the Credit Agreement) parties thereto, Citibank, N.A., as agent for the Lenders (the “Agent”), Citigroup Global Markets Inc. and J.P. Morgan Securities Inc., as joint lead arrangers, and JPMorgan Chase Bank, N.A., as syndication agent. Terms defined in the Credit Agreement are used herein with the same meaning unless otherwise defined herein.
Pursuant to Section 2.05(c)(iv) of the Credit Agreement, the Lender named below hereby notifies the Agent as follows:
The Lender named below increases its Commitment by $34,000,000 (for an aggregate maximum Commitment of not more than $134,000,000).
This notice and consent is subject in all respects to the terms of the Credit Agreement, is irrevocable and shall be effectively only if received by the Agent no later than July 25, 2007.
| Very truly yours, | ||||||
| Banco Bilbao Vizcaya Argentaria S.A. | ||||||
| By: Name: | /s/ Emilio de las Heras | |||||
| Title: | Head of New York | |||||
| By: Name: | /s/ John Martini | |||||
| Title: | Vice President | |||||
July 20, 2007
Citibank, N.A.,
390 Greenwich
New York, NY 10013
Fax: (646) ###-###-####
390 Greenwich
New York, NY 10013
Fax: (646) ###-###-####
Attention: Nikhil Arora
PepsiCo, Inc.
Ladies and Gentlemen:
Reference is made to the Five-Year Credit Agreement, dated as of May 22, 2006 (as amended or modified from time to time, the “Credit Agreement,” terms defined therein and not otherwise defined herein being used herein as defined therein), among PepsiCo, Inc., a North Carolina corporation (the “Company”), the Lenders (as defined in the Credit Agreement) parties thereto, Citibank, N.A., as agent for the Lenders (the “Agent”), Citigroup Global Markets Inc. and J.P. Morgan Securities Inc., as joint lead arrangers, and JPMorgan Chase Bank, N.A., as syndication agent. Terms defined in the Credit Agreement are used herein with the same meaning unless otherwise defined herein.
Pursuant to Section 2.05(c)(iv) of the Credit Agreement, the Lender named below hereby notifies the Agent as follows:
The Lender named below increase to its Commitment by $33,333,333 (for an aggregate maximum Commitment of not more than $133,333,333).
This notice and consent is subject in all respects to the terms of the Credit Agreement, is irrevocable and shall be effectively only if received by the Agent no later than July 25, 2007.
| Very truly yours, | ||||||
| Bank of America, N.A. | ||||||
| By: Name: | /s/ David L. Catherall | |||||
| Title: | Senior Vice President | |||||
July 25, 2007
Citibank, N.A.,
390 Greenwich
New York, NY 10013
Fax: (646) ###-###-####
390 Greenwich
New York, NY 10013
Fax: (646) ###-###-####
Attention: Nikhil Arora
PepsiCo, Inc.
Ladies and Gentlemen:
Reference is made to the Five-Year Credit Agreement, dated as of May 22, 2006 (as amended or modified from time to time, the “Credit Agreement,” terms defined therein and not otherwise defined herein being used herein as defined therein), among PepsiCo, Inc., a North Carolina corporation (the “Company”), the Lenders (as defined in the Credit Agreement) parties thereto, Citibank, N.A., as agent for the Lenders (the “Agent”), Citigroup Global Markets Inc. and J.P. Morgan Securities Inc., as joint lead arrangers, and JPMorgan Chase Bank, N.A., as syndication agent. Terms defined in the Credit Agreement are used herein with the same meaning unless otherwise defined herein.
Pursuant to Section 2.05(c)(iv) of the Credit Agreement, the Lender named below hereby notifies the Agent as follows:
The Lender named below does consent increase to its Commitment by $33,333,333.33 to an aggregate maximum Commitment of not more than $133,333,333.33.
This notice and consent is subject in all respects to the terms of the Credit Agreement, is irrevocable and shall be effectively only if received by the Agent no later than July 25, 2007.
| Very truly yours, | ||||||
| The Bank of New York | ||||||
| By: Name: | /s/ Donald G. Cassidy, Jr. | |||||
| Title: | Vice President | |||||
