The Pepsi Bottling Group announced today that it has reached an agreement with the principal shareholders of Pepsi-Gemex, on the enterprise value of Pepsi-Gemex, relating to a takeover of Mexico’s largest soft drink bottler.

PBG announced in May the possible acquisition of all of the outstanding shares of the company through tender offers in the US and Mexico.

"After PBG's completion of its due diligence and in view of current market and business conditions in Mexico, the parties have agreed to an enterprise value for Pepsi-Gemex of 11.612 billion Mexican pesos. In addition, PepsiCo has elected to make a payment to PBG of 172.7m Mexican pesos in connection with the transaction," PBG said in a statement.

The final tender offer price per share of Pepsi-Gemex will be based on the sum of this payment from PepsiCo and the enterprise value, minus the amount of consolidated net debt of the company in place immediately prior to the commencement of the tender offers.

In addition to customary conditions, the completion of the tender offers will be contingent upon Pepsi-Gemex having certain levels of consolidated net working capital, as adjusted and agreed to by the parties.

Cash tender offers are expected to be launched in the United States and Mexico by mid to late September subject to the approval by the US Securities and Exchange Commission, the Comision Nacional Bancaria y de Valores of Mexico and PBG's Board of Directors.

It is anticipated that immediately prior to the commencement of the tender offers, the principal shareholders of Pepsi-Gemex each will sign agreements to participate in the tender offers at the same price per share for all participants. The principal shareholders of Pepsi-Gemex are Enrique C. Molina and PepsiCo, Inc., which hold 43 and 34% respectively of the outstanding shares.