1. PepsiCo Turkey’s History and Strategy PepsiCo, Inc. History PepsiCo’s Turkish operations (“PepsiCo Turkey”) are part of PepsiCo, Inc., a global company with more than $43 billion in annual revenues and 198,000 employees worldwide. PepsiCo, Inc. was founded in 1965 by Donald Kendall, CEO and President of Pepsi Cola and Herman W. Lay, Chairman and CEO of Frito-Lay. In 1966, PepsiCo entered the eastern European market and has continued to drive into the worldwide market throughout its history. Additionally, PepsiCo was the first western drink producer to enter the U.S.S.R. PepsiCo has continued to push into new markets through acquisition and the development of new products, the company has led expansion into regions like China, India, and South America. In 1985, PepsiCo officially became the largest company in the beverage industry with a total of $7.5 billion in total revenue at that time. Strategy While expanding into new markets, PepsiCo has adopted a strategy focused on becoming a leader in both environmental and social issues. In 1970, the company introduced a lightweight recyclable plastic bottle; it also introduced the first hybrid delivery trucks into Mexico in 2009. PepsiCo has encouraged health and fitness by forming an agreement with Dr. Kenneth Cooper MPH of Cooper Concepts to promote health, fitness, and wellness. The company has been a leader in human rights, women’s’ rights, and diversity. For example, the company sponsored the “Diversity@work“ program in 2000. PepsiCo also received a 100% rating by the Human Rights Campaign Foundation in 2008 for the fifth year in a row, and was listed as the best company for multi cultural women by Working Mother magazine in 2009. In fact, the current Chairman and CEO of PepsiCo, Indra Nooyi, is a woman, as is the President of PepsiCo’s South East Europe Region (which includes the company’s Turkey operations), Ümran Beba. PepsiCo has a worldwide code of conduct to promote ethical practices by all PepsiCo employees in every business transaction. This drive to be a leader in the snack and beverage industry while being sensitive to gender, culture, and human rights has allowed PepsiCo to be successful around the globe. Consolidation On February 26, 2010, PepsiCo completed a merger with Pepsi Bottling Group and PepsiAmericas, two independent bottling operations, to form a new operating unit, Pepsi Bottling Company (“PBC”). PBC will serve the United States, Canadian and Mexican markets. In March 2002, PepsiCo acquired its exclusive Pepsi bottler in Turkey, Fruko A.(a). These transactions are part of a larger trend within the soft drink industry to consolidate the manufacturing, bottling and distribution functions under one “roof”. 2. PepsiCo Turkey’s Mission and Major Goals Mission PepsiCo’s mission is to be the world’s premier consumer products company, focused on convenient foods and beverages. Producing financial rewards for shareholders and providing employees and partner’s opportunities for growth and success are key mission components. PepsiCo strives to place honesty, fairness and integrity at the forefront of everything the company does. PepsiCo takes a proactive approach to continually improve all aspects of the world in which the company operates, environmentally, socially and economically. The company is committed to delivering financial success while leaving a positive imprint on society. Performance with Purpose “Performance with Purpose” is at the heart of every aspect of PepsiCo’s business. At PepsiCo, financial achievement can and must go hand-in-hand with social and environmental performance. This approach is comprised of three (3) platforms: 1. Human Sustainability – provide a broad range of great tasting food and drinks; make the healthy choice easy. 2. Environmental Sustainability – conserve natural resources; operate in an environmentally friendly fashion. 3. Talent Sustainability – create a diverse and inclusive culture; attract the world’s best people. 2 Performance Drivers PepsiCo Europe, the PepsiCo division that includes Turkey, has specifically established and maintains focus on four specific performance drivers: 1. Differentiated Value 2. Revenue Management 3. Strong Cost Control 4. Cash Flow Generation The execution of this strategy enabled PepsiCo Europe to achieve a 10% Net Revenue increase and a 13% operating profit increase in fiscal year 2009. The company currently maintains a 35% market share in Turkey. Its long-term goal in Turkey is to overtake Coca-Cola as the country’s soft drink market leader. Continued focus on its mission and key performance drivers should help the company’s continued progress toward its goals, even through tough economic conditions in Europe generally and Turkey in particular. 3. PepsiCo Turkey’s Current CEO PepsiCo Turkey is led by Ümran Beba, who became President of the South East Europe Region of PepsiCo Europe in January 2009. Ms. Beba holds a degree in Industrial Engineering and an MBA from Bosphorus University (Istanbul). She has had a very successful tenure with PepsiCo since joining Frito Lay as marketing director in 1994. After serving roles in marketing, human resources and sales, she became General Manager for PepsiCo’s Turkey operations in 2001. In 2004, Ms. Beba was named General Manager for PepsiCo’s East Mediterranean Business Unit, which consisted of Turkey, Lebanon, Jordan, Syria and Iraq. She was elevated to her current position of South East Europe Region President following PepsiCo’s realignment of its European and Middle Eastern divisions in 2009. In addition to Turkey, Ms. Beba, who is based in Istanbul, is responsible for PepsiCo’s operations in Greece, Cyprus, Serbia, Bosnia and Herzegovina, Kosovo, Macedonia, Croatia, Slovenia, Montenegro, Romania, Bulgaria, Moldova and Israel. As noted above, under Ms. Beba’s leadership, PepsiCo’s market share has grown to thirty-five percent and PepsiCo Turkey acquired its exclusive Turkish bottler, which will grant the company greater control of its bottlers in Turkey and other growing 3 markets in South East Europe. Additionally, during Ms. Beba’s tenure PepsiCo Turkey has been recognized as a good corporate citizen as well. For example, in 2009, Frito-Lay Turkey, a division of PepsiCo Turkey, was honored with the “Environment-Friendly Industrial Plant” award from the Kocaeli (Turkish Province) Chamber of Industry. Also in 2009, Frito-Lay Turkey launched its second “better for you” snack offering, Cheetos Rings, as part of the company’s strategic initiative to make healthy snack choices more easily available to its customers. In February 2010, PepsiCo announced that Ms. Beba will be relocating from Istanbul to Hong Kong, where she will take over management of PepsiCo’s Asia-Pacific Division. This Division, comprised of 18 countries, includes such diverse countries as Australia, Indonesia, Japan, New Zealand, Pakistan, and Singapore, as well as two of PepsiCo’s fastest-growing markets, China and India. 4. PepsiCo’s Global Operations PepsiCo’s Operational Structure PepsiCo’s worldwide operations are organized into three individual business units: (1) PepsiCo Americas Foods (PAF), which includes Frito-Lay North America (FLNA), Quaker Foods North America (QFNA) and all of PepsiCo’s Latin American food and snack businesses (LAF), including PepsiCo’s Sabritas and Gamesa businesses in Mexico; (2) PepsiCo Americas Beverages (PAB), which includes PepsiCo Beverages North America and all of PepsiCo’s Latin American beverage businesses; and (3) PepsiCo International (PI), which includes all PepsiCo businesses in the United Kingdom, Europe, Asia, Middle East and Africa. These three business units are comprised of six reportable segments (or divisions): • FLNA • QFNA • LAF • PAB • Europe Division • Asia, Middle East & Africa Division New PI Structure 4 Beginning in 2009, Pepsi realigned certain countries within PI to be consistent with changes in geographic responsibility. As a result, PepsiCo’s businesses in Turkey and certain Central Asia markets became part of the Europe Division. These countries were formerly part of the Asia, Middle East & Africa division. The changes did not impact the other existing reportable segments. Europe Division; PepsiCo Turkey The Europe Division (ED) of PI, of which the South East Europe Region (including Turkey) is a part, covers 880 million consumers across Western and Eastern Europe, including Russia. ED manufactures, markets and sells through consolidated businesses as well as through non-controlled affiliates, a number of leading salty and sweet snack brands, including Lay’s, Walkers, Doritos, Cheetos and Ruffles. Further, ED manufactures (or uses contract manufacturers), markets and sells many Quaker brand cereals and snacks. ED also manufactures, markets and sells beverage concentrates, fountain syrups and finished goods, under various beverage brands including Pepsi, 7UP and Tropicana. In addition, through its acquisition of Lebedyansky, Pepsi acquired Russia’s leading juice brands. In Turkey, PepsiCo distributes certain global brands, i.e., Pepsi, Pepsi Light (the European name for Diet Pepsi), Pepsi Twist, Aquafina, and 7UP. Additionally, the company distributes several brands designed specifically for the Turkish market or that were well known domestic brands that PepsiCo has acquired, namely, namely, the soft drink brand Fruko, the fruit juice and food brand Tamek, and the orange soda brand Yedigün. These brands are sold to authorized bottlers, independent distributors and retailers. However, in certain markets, ED operates its own bottling plants and distribution facilities. ED licenses the Aquafina water brand to certain of its authorized bottlers rather than bottling Aquafina through its owned facilities. ED also manufactures or uses contract manufacturers, markets and sells ready-to-drink tea products through an international joint venture with Unilever (under the Lipton brand name). 5 SOURCES PepsiCo, Inc. website, at www.pepsico.com PepsiCo, Inc. 2008 Annual Report PepsiCo, Inc. 2009 Form 10-K Pepsi Bottling Group, Inc. (now Pepsi Bottling Company) website, at www.pbg.com “Pepsi Targets Top Position, Deals in Turkey”, July 4, 2006, FlexNews website, at http://www.flex-news-food.com/pages/2420/Coca/Pepsi/Turkey/pepsi-targets-topposition-deals-turkey.html. “Turkey to Become Regional Headquarter for Pepsi Bottling Operations”, October 8, 2009, Packaging Europe website, at http://www.packagingeurope.com/NewsDetails.aspx?nNewsID=31447. 6