PURCHASE, N.Y., April 26, 2017 /PRNewswire/ --

Reported (GAAP) First Quarter 2017 Results





                                   First Quarter

    Net revenue growth                                 1.6%
                                                        ---

    Foreign exchange impact on
     net revenue                                       (1)%
                                                        ---

    EPS                                               $0.91
                                                      -----

    EPS growth                                          43%
                                                        ---

    Foreign exchange impact on
     EPS                                               (2)%
    --------------------------                          ---

Organic/Core (non-GAAP)(1) First Quarter 2017 Results





                                       First Quarter

    Organic revenue growth                           2.1%
                                                      ---

    Core EPS                                        $0.94
                                                    -----

    Core constant currency
     EPS growth                                        7%
    ----------------------                            ---

PepsiCo, Inc. (NYSE: PEP) today reported results for the first quarter 2017.

"We achieved solid revenue growth in the first quarter underpinned by global volume growth and positive net price realization, despite challenging food and beverage industry trading conditions in North America and continued volatility in a number of developing and emerging markets," said Chairman and CEO Indra Nooyi. "Our first quarter results were in line with our expectations, and we are on track to achieve our financial objectives for 2017."


         (1)    Please refer to the Glossary for
                 the definitions of non-GAAP
                 financial measures including
                 "Organic," "Core," "Constant
                 Currency," "Free Cash Flow
                 (excluding certain items)" and
                 "Division Operating Profit."
                 Please refer to "2017 Guidance
                 and Outlook" for additional
                 information regarding PepsiCo's
                 full-year 2017 growth
                 objectives and targets. PepsiCo
                 provides guidance on a non-GAAP
                 basis as the Company cannot
                 predict certain elements which
                 are included in reported GAAP
                 results, including the impact of
                 foreign exchange and commodity
                 mark-to-market adjustments.

Summary First Quarter 2017 Performance





                        Revenue                                                 Volume
                        -------                                                 ------

                GAAP Reported % Change        Percentage Point Impact                                     Organic Volume % Growth

             Foreign Exchange Translation Acquisitions, Divestitures and
                                                 Structural Changes        Organic % Change       Food/Snacks                     Beverages

    FLNA                                2                                -                     -       2                                    (1.5)
                                                                      ---                   ---     ---                                     ----

    QFNA                              (3)                               -                     -   (3.5)                                     (1)
                                                                      ---                   ---    ----                                      ---

    NAB                                 2                                -                   (1)       1                                            (1)
                                                                      ---                   ---      ---                                            ---

    Latin
     America                            3                                2                      1        6                                        1    (3)
                                                                      ---                    ---      ---                                      ---    ---

    ESSA                                6                              (2)                     -       4                                      3.5    (1)
                                                                      ---                    ---     ---                                      ---    ---

    AMENA                             (9)                              11                      -       2                                        7      3
                                      ---                              ---                    ---     ---                                      ---    ---

    Total                               2                                1                      -       2                                        1      -
    -----                             ---                              ---                    ---     ---                                      ---    ---




                                       Operating Profit and EPS
                                       ------------------------

                      GAAP Reported % Change              Percentage Point Impact

                  Items Affecting Comparability        Foreign Exchange Translation      Core Constant Currency %
                                                                                                  Change

    FLNA                                      4                                        -                            -     4
                                            ---                                      ---                          ---   ---

    QFNA                                    (1)                                       -                            -   (1)
                                            ---                                      ---                          ---   ---

    NAB                                       4                                      (1)                            -     3
                                            ---                                      ---                           ---   ---

    Latin America                          (24)                                      13                            11      -
                                            ---                                      ---                           ---    ---

    ESSA                                     51                                     (29)                          3.5     26
                                            ---                                      ---                           ---    ---

    AMENA                      n/m                                  n/m                                            3   (25)
                               ---                                  ---                                          ---    ---

    Corporate
     Unallocated                           (40)                                      40                             -     1
    ------------                            ---                                      ---                           ---   ---

    Total                                    19                                     (19)                            1      1
    -----                                   ---                                      ---                           ---    ---



    EPS                                      43                                     (38)                            2      7
    ---                                     ---                                      ---                           ---    ---


    Note: Rows may not sum due to
     rounding.


    n/m -- Not meaningful due to the
     impact of a 2016 impairment charge
     to reduce the value of our 5%
     indirect equity interest in Tingyi-
     Asahi Beverages Holding Co. Ltd. to
     its estimated fair value (charge
     related to the transaction with
     Tingyi).


    Division operating profit (a non-
     GAAP measure that excludes
     corporate unallocated costs)
     increased by 21 percent in the
     quarter and was positively
     impacted by items affecting
     comparability (21 points) and
     negatively impacted by foreign
     exchange translation (1 point).
     Core constant currency division
     operating profit (a non-GAAP
     measure) increased by 1 percent.


    Organic revenue, core constant
     currency and division operating
     profit results are non-GAAP
     financial measures. Please refer
     to the reconciliation of GAAP and
     non-GAAP information in the
     attached exhibits and to the
     Glossary for definitions of
     "Organic," "Core," "Constant
     Currency" and "Division Operating
     Profit."

Summary of First Quarter Financial Performance:


    --  Reported first quarter and year-ago results were impacted by:
        --  Restructuring charges in conjunction with the multi-year
            productivity plan we publicly announced in 2014; and
        --  Commodity mark-to-market impacts.
    --  Reported year-ago results were impacted by a charge related to the
        transaction with Tingyi.
    --  See A-6 to A-8 for further details on the above items.
    --  Reported net revenue increased 1.6 percent. Foreign exchange translation
        had a 1-percentage-point unfavorable impact on reported net revenue.
        Organic revenue, which excludes the impacts of foreign exchange
        translation and structural changes, grew 2.1 percent.
    --  Reported and core gross margin contracted 45 basis points. Reported
        operating margin expanded 240 basis points and core operating margin
        contracted 30 basis points. Reported operating margin expansion reflects
        the impact of the year-ago charge related to the transaction with
        Tingyi.
    --  Reported operating profit increased 19 percent and core constant
        currency operating profit increased 1 percent. The impact of the charge
        related to the transaction with Tingyi in the prior year had a
        23-percentage-point favorable impact on reported operating profit
        growth. Commodity mark-to-market adjustments reduced reported operating
        profit growth by 4 percentage points. Foreign exchange translation
        reduced reported operating profit growth by 1 percentage point.
    --  The reported effective tax rate was 22.7 percent in the first quarter of
        2017 and 31.9 percent in the first quarter of 2016. The first quarter
        2016 tax rate was impacted by the charge related to the transaction with
        Tingyi, which had no corresponding tax benefit. The core effective tax
        rate was 22.5 percent and 24.7 percent in the first quarter of 2017 and
        2016, respectively. The first quarter 2017 reported and core tax rate
        reflects the positive impact of a change in the accounting for certain
        aspects of share-based payments to employees.
    --  Reported EPS was $0.91, a 43 percent increase from the prior year
        period, primarily reflecting the impact of the year-ago charge related
        to the transaction with Tingyi. Foreign exchange translation reduced
        reported EPS growth by 2 percentage points.
    --  Core EPS was $0.94, an increase of 5.5 percent. Excluding the impact of
        foreign exchange translation, core constant currency EPS increased 7
        percent (see schedule A-10 for a reconciliation to reported EPS, the
        comparable GAAP measure).
    --  Net cash used in operating activities was $199 million.

Discussion of First Quarter Division Results:

In addition to the reported net revenue performance as set out in the tables on pages 2 and A-9, reported operating results were driven by the following:

Frito-Lay North America (FLNA)
Positively impacted by productivity gains, partially offset by operating cost inflation.

Quaker Foods North America (QFNA)
Negatively impacted by higher advertising and marketing expenses, partially offset by productivity gains and lower raw material costs.

North America Beverages (NAB)
Positively impacted by productivity gains, lower raw material costs and favorable settlements of promotional spending accruals. These impacts were partially offset by operating cost inflation.

Latin America
Negatively impacted by operating cost inflation, higher advertising and marketing expenses, and higher raw material costs. In addition, restructuring charges and unfavorable foreign exchange negatively impacted operating profit performance by 13 percentage points and 11 percentage points, respectively. These impacts were partially offset by productivity gains.

Europe Sub-Saharan Africa (ESSA)
Positively impacted by productivity gains. Additionally, the impacts of higher prior-year restructuring charges and a prior-year impairment charge associated with certain production assets in Russia contributed 29 percentage points and 13 percentage points to operating profit growth, respectively. These impacts were partially offset by higher raw material costs, operating cost inflation and higher advertising and marketing expenses. Unfavorable foreign exchange reduced operating profit growth by 3.5 percentage points.

Asia, Middle East and North Africa (AMENA)
Positively impacted by a year-ago charge related to the transaction with Tingyi and productivity gains. These impacts were partially offset by higher raw material costs (in local currency terms, driven by a strong U.S. dollar) and operating cost inflation. Unfavorable foreign exchange reduced operating profit growth by 3 percentage points.

2017 Guidance and Outlook

The Company provides guidance on a non-GAAP basis as the Company cannot predict certain elements which are included in reported GAAP results, including the impact of foreign exchange and commodity mark-to-market adjustments.

Consistent with its previous guidance for 2017, the Company expects organic revenue growth of at least 3 percent. Based on current market consensus rates, foreign exchange translation is now expected to negatively impact reported net revenue growth by approximately 2 percentage points and the 53rd week in 2016 is expected to negatively impact reported net revenue growth by 1 percentage point.

Consistent with its previous guidance for 2017, the Company expects core earnings per share of $5.09, driven by the following expectations and factors:





    2016 core earnings per share                      $4.85

    Expected core constant
     currency EPS growth                                 8%

    Negative impact of foreign
     currency translation(2)                           (3)%

    Expected 2017 core earnings
     per share                                        $5.09
    ---------------------------                       -----

Further, the Company continues to expect:

    --  Approximately $10 billion in cash flow from operating activities and
        approximately $7 billion in free cash flow (excluding certain items);
    --  Net capital spending of approximately $3 billion;
    --  Dividend payments of approximately $4.5 billion; and
    --  Share repurchases of approximately $2 billion.


         (2)    Based on current foreign
                 exchange market consensus
                 rates.

Conference Call:
At 7:45 a.m. (Eastern Time) today, the Company will host a conference call with investors and financial analysts to discuss first quarter 2017 results and the outlook for 2017. Further details will be accessible on the Company's website at www.pepsico.com/investors.


                                      PepsiCo, Inc. and Subsidiaries
                                Condensed Consolidated Statement of Income
                             (in millions except per share amounts, unaudited)



                                                12 Weeks Ended
                                                --------------

                            3/25/2017                          3/19/2016               Change
                            ---------                          ---------               ------

    Net Revenue                          $12,049                               $11,862            2%

    Cost of sales               5,286                               5,151                     3%
                                -----                               -----

    Gross profit                6,763                               6,711                     1%

    Selling, general and
     administrative
     expenses                   4,817                               5,078                   (5)%

    Amortization of
     intangible assets             13                                  14                  (11)%
                                  ---                                 ---

    Operating Profit            1,933                               1,619                    19%

    Interest expense            (252)                              (246)                  2.5%

    Interest income and
     other                         40                                  14                   180%
                                  ---                                 ---

    Income before income
     taxes                      1,721                               1,387                    24%

    Provision for income
     taxes                        392                                 442                  (12)%
                                  ---                                 ---

    Net income                  1,329                                 945                    41%

    Less: Net income
     attributable to
     noncontrolling
     interests                     11                                  14                  (14)%
                                  ---                                 ---

    Net Income Attributable
     to PepsiCo                           $1,318                                  $931           41%
                                          ======                                  ====


    Diluted

    Net Income Attributable
     to PepsiCo per Common
     Share                                 $0.91                                 $0.64           43%

    Weighted-average
     common shares
     outstanding                1,440                               1,459


    Cash dividends declared
     per common share                    $0.7525                               $0.7025


                                              A - 1



                                  PepsiCo, Inc. and Subsidiaries
                                Supplemental Financial Information
                                    (in millions and unaudited)



                                        12 Weeks Ended
                                        --------------

                      3/25/2017                        3/19/2016            Change
                      ---------                        ---------            ------

    Net Revenue
    -----------

     Frito-
     Lay
     North
     America                      $3,499                            $3,418             2%

     Quaker
     Foods
     North
     America                598                               617                (3)%

     North
     America
     Beverages            4,460                             4,361                  2%

     Latin
     America              1,077                             1,042                  3%

     Europe
     Sub-
     Saharan
     Africa               1,445                             1,359                  6%

     Asia,
     Middle
     East
     and
     North
     Africa                 970                             1,065                (9)%
                            ---                             -----

     Total
     Net
     Revenue                     $12,049                           $11,862             2%
                                 =======                           =======


    Operating Profit/
     (Loss)
    -----------------

     Frito-
     Lay
     North
     America                      $1,060                            $1,018             4%

     Quaker
     Foods
     North
     America                164                               166                (1)%

     North
     America
     Beverages              505                               485                  4%

     Latin
     America                132                               175               (24)%

     Europe
     Sub-
     Saharan
     Africa                 102                                67                 51%

     Asia,
     Middle
     East
     and
     North
     Africa                 171                             (148)          n/m

     Corporate
     Unallocated          (201)                            (144)
                           ----

     Total
     Operating
     Profit                       $1,933                            $1,619            19%
                                  ======                            ======


    n/m - Not
     meaningful


                                          A - 2



                                       PepsiCo, Inc. and Subsidiaries

                               Condensed Consolidated Statement of Cash Flows

                                          (in millions, unaudited)


                                                    12 Weeks Ended
                                                    --------------

                                            3/25/2017                         3/19/2016
                                            ---------                         ---------


    Operating Activities

    Net income                                           $1,329                            $945

    Depreciation
     and
     amortization                                 477                                481

    Share-based
     compensation
     expense                                       72                                 69

    Restructuring
     and
     impairment
     charges                                       27                                 30

    Cash payments
     for
     restructuring
     charges                                      (7)                              (30)

    Charges
     related to
     the
     transaction
     with Tingyi
     (Cayman
     Islands)
     Holding
     Corp.
     (Tingyi)                                       -                               373

    Pension and
     retiree
     medical plan
     expenses                                      44                                 60

    Pension and
     retiree
     medical plan
     contributions                               (79)                              (93)

    Deferred
     income taxes
     and other
     tax charges
     and credits                                  129                                 19

    Change in assets and
     liabilities:

    Accounts and
     notes
     receivable                                 (128)                             (349)

    Inventories                                 (513)                             (530)

    Prepaid
     expenses and
     other
     current
     assets                                     (299)                             (255)

    Accounts
     payable and
     other
     current
     liabilities                              (1,386)                             (661)

    Income taxes
     payable                                      172                                318

    Other, net                                   (37)                              (72)
                                                  ---                                ---

    Net Cash
     (Used
     for)/Provided
     by Operating
     Activities                                 (199)                               305
                                                 ----                                ---


    Investing Activities

    Capital
     spending                                   (317)                             (389)

    Sales of
     property,
     plant and
     equipment                                     12                                 25

    Acquisitions
     and
     investments
     in
     noncontrolled
     affiliates                                  (36)                                 -

    Divestitures                                   41                                 55

    Short-term investments, by
     original maturity:

    More than
     three months
     -purchases                               (3,436)                           (2,556)

    More than
     three months
     -maturities                                3,866                              1,446

    More than
     three months
     -sales                                       138                                  -

    Three months
     or less, net                                   -                                 7

    Other
     investing,
     net                                            1                                  -
                                                  ---                                ---

    Net Cash
     Provided by/
     (Used for)
     Investing
     Activities                                   269                            (1,412)
                                                  ---                             ------


    Financing Activities

    Proceeds from
     issuances of
     long-term
     debt                                           -                             2,532

    Payments of
     long-term
     debt                                       (752)                           (1,251)

    Short-term borrowings, by
     original maturity:

    More than
     three months
     -proceeds                                     28                                  -

    More than
     three months
     -payments                                      -                               (9)

    Three months
     or less, net                               2,396                                480

    Cash
     dividends
     paid                                     (1,098)                           (1,038)

    Share
     repurchases
     -common                                    (444)                             (619)

    Share
     repurchases
     -preferred                                   (1)                               (2)

    Proceeds from
     exercises of
     stock
     options                                      245                                165

    Withholding
     tax payments
     on RSUs,
     PSUs and
     PEPunits
     converted                                  (116)                              (99)

    Other
     financing                                    (1)                               (2)
                                                  ---                                ---

    Net Cash
     Provided by
     Financing
     Activities                                   257                                157
                                                  ---                                ---

    Effect of
     exchange
     rate changes
     on cash and
     cash
     equivalents                                   43                               (22)

    Net Increase/
     (Decrease)
     in Cash and
     Cash
     Equivalents                                  370                              (972)

    Cash and Cash
     Equivalents,
     Beginning of
     Year                                       9,158                              9,096
                                                -----                              -----

    Cash and Cash
     Equivalents,
     End of
     Period                                              $9,528                          $8,124
                                                         ======                          ======


                                               A - 3



                                            PepsiCo, Inc. and Subsidiaries

                                         Condensed Consolidated Balance Sheet

                                        (in millions except per share amounts)


                                                     3/25/2017                 12/31/2016
                                                     ---------                 ----------

                                                   (unaudited)

    ASSETS

    Current Assets

    Cash and cash
     equivalents                                                   $9,528                   $9,158

    Short-term
     investments                                         6,461                       6,967

    Accounts and notes
     receivable, net                                     6,848                       6,694

    Inventories:

    Raw materials and
     packaging                                           1,429                       1,315

    Work-in-process                                        220                         150

    Finished goods                                       1,633                       1,258
                                                         -----                       -----

                                                         3,282                       2,723

    Prepaid expenses
     and other current
     assets                                              1,031                         908
                                                         -----                         ---

    Total Current
     Assets                                             27,150                      26,450

    Property, Plant
     and Equipment,
     net                                                16,649                      16,591

    Amortizable
     Intangible
     Assets, net                                         1,259                       1,237

    Goodwill                                            14,584                      14,430

    Other
     nonamortizable
     intangible assets                                  12,338                      12,196
                                                        ------                      ------

    Nonamortizable
     Intangible Assets                                  26,922                      26,626

    Investments in
     Noncontrolled
     Affiliates                                          2,003                       1,950

    Other Assets                                           639                         636
                                                           ---                         ---

    Total Assets                                                  $74,622                  $73,490
                                                                  =======                  =======


    LIABILITIES AND EQUITY

    Current Liabilities

    Short-term debt
     obligations                                                   $8,577                   $6,892

    Accounts payable
     and other current
     liabilities                                        13,067                      14,243

    Total Current
     Liabilities                                        21,644                      21,135

    Long-Term Debt
     Obligations                                        30,081                      30,053

    Other Liabilities                                    6,693                       6,669

    Deferred Income
     Taxes                                               4,521                       4,434
                                                         -----                       -----

    Total Liabilities                                   62,939                      62,291


    Commitments and contingencies


    Preferred Stock,
     no par value                                           41                          41

    Repurchased
     Preferred Stock                                     (194)                      (192)

    PepsiCo Common Shareholders' Equity

    Common stock, par
     value 1 2/3¢ per
     share (authorized
     3,600 shares;
     issued, net of
     repurchased
     common stock at
     par value: 1,430
     and 1,428 shares,
     respectively)                                          24                          24

    Capital in excess
     of par value                                        3,857                       4,091

    Retained earnings                                   52,756                      52,518

    Accumulated other
     comprehensive
     loss                                             (13,416)                   (13,919)

    Repurchased common
     stock, in excess
     of par value (436
     and 438 shares,
     respectively)                                    (31,499)                   (31,468)
                                                       -------                     -------

    Total PepsiCo
     Common
     Shareholders'
     Equity                                             11,722                      11,246

    Noncontrolling
     interests                                             114                         104
                                                           ---                         ---

    Total Equity                                        11,683                      11,199
                                                        ------                      ------

    Total Liabilities
     and Equity                                                   $74,622                  $73,490
                                                                  =======                  =======


                                                     A - 4



                                 PepsiCo, Inc. and Subsidiaries
                           Supplemental Share-Based Compensation Data
                         (in millions except dollar amounts, unaudited)



                                              12 Weeks Ended
                                              --------------

                                      3/25/2017                         3/19/2016
                                      ---------                         ---------

    Beginning
     Net Shares
     Outstanding                          1,428                              1,448

    Options
     Exercised,                      Units
     Restricted                      (PEPunits)
     Stock Units                     Converted
     (RSUs),
     Performance
     Stock Units
     (PSUs) and
     PepsiCo
     Equity
     Performance                              6                                  5

    Shares
     Repurchased                            (4)                               (7)
                                            ---                                ---

    Ending Net
     Shares
     Outstanding                          1,430                              1,446
                                          =====                              =====


    Weighted
     Average
     Basic                                1,428                              1,446

    Dilutive Securities:

    Options                                   7                                  7

    RSUs, PSUs,
     PEPunits
     and Other                                4                                  5

    ESOP
     Convertible
     Preferred
     Stock                                    1                                  1
                                            ---                                ---

    Weighted
     Average
     Diluted                              1,440                              1,459
                                          =====                              =====


    Average
     Share Price
     for the
     Period                                        $106.86                         $98.57

    Growth
     versus
     Prior Year                              8%                                2%


    Options
     Outstanding                             22                                 30

    Options in
     the Money                               21                                 27

    Dilutive
     Shares from
     Options                                  7                                  7

    Dilutive
     Shares From
     Options as
     a % of
     Options in
     the Money                              34%                               27%


    Average
     Exercise
     Price of
     Options in
     the Money                                      $70.32                         $65.65


    RSUs, PSUs,
     PEPunits
     and Other
     Outstanding                              8                                 10

    Dilutive
     Shares from
     RSUs, PSUs,
     PEPunits
     and Other                                4                                  5


    Weighted-
     Average
     Grant-Date
     Fair Value
     of RSUs and
     PSUs
     Outstanding                                   $101.86                         $91.37

    Weighted-
     Average
     Grant-Date
     Fair Value
     of PEPunits
     Outstanding                                    $68.94                         $59.98


                                          A - 5

Non-GAAP Measures
In discussing financial results and guidance, the Company refers to the following measures which are not in accordance with U.S. Generally Accepted Accounting Principles (GAAP): division operating profit, core results, core constant currency results, free cash flow, free cash flow excluding certain items, and organic results. We use these non-GAAP financial measures internally to make operating and strategic decisions, including the preparation of our annual operating plan, evaluation of our overall business performance and as a factor in determining compensation for certain employees. We believe presenting non-GAAP financial measures provides additional information to facilitate comparison of our historical operating results and trends in our underlying operating results, and provides additional transparency on how we evaluate our business. We also believe presenting these measures allows investors to view our performance using the same measures that we use in evaluating our financial and business performance and trends.

We consider quantitative and qualitative factors in assessing whether to adjust for the impact of items that may be significant or that could affect an understanding of our ongoing financial and business performance or trends. Examples of items for which we may make adjustments include: amounts related to mark-to-market gains or losses (non-cash); gains or losses associated with mergers, acquisitions, divestitures and other structural changes; charges related to restructuring programs; asset impairments (non-cash); amounts related to the resolution of tax positions; pension and retiree medical related items; debt redemptions; and remeasurements of net monetary assets. See below for a description of adjustments to our U.S. GAAP financial measures included herein.

Non-GAAP information should be considered as supplemental in nature and is not meant to be considered in isolation or as a substitute for the related financial information prepared in accordance with U.S. GAAP. In addition, our non-GAAP financial measures may not be the same as or comparable to similar non-GAAP measures presented by other companies.

Glossary
We use the following definitions when referring to our non-GAAP financial measures, which may not be the same as or comparable to similar measures presented by other companies:

Acquisitions and divestitures: All mergers and acquisitions activity, including the impact of acquisitions, divestitures and changes in ownership or control in consolidated subsidiaries and nonconsolidated equity investees.

Beverage volume: Volume shipped to retailers and independent distributors from both PepsiCo and our bottlers.

Constant currency: Financial results assuming constant foreign currency exchange rates used for translation based on the rates in effect for the comparable prior-year period. In order to compute our constant currency results, we multiply or divide, as appropriate, our current year U.S. dollar results by the current year average foreign exchange rates and then multiply or divide, as appropriate, those amounts by the prior year average foreign exchange rates.

Core: Core results are non-GAAP financial measures which exclude certain items from our historical results. For the periods presented, core results exclude the following items:

Commodity mark-to-market net impact: Change in market value for commodity contracts that we purchase to mitigate the volatility in costs of energy and raw materials that we consume. The market value is determined based on average prices on national exchanges and recently reported transactions in the marketplace.

In the 12 weeks ended March 25, 2017, we recognized $14 million of mark-to-market net losses on commodity hedges in corporate unallocated expenses. In the 12 weeks ended March 19, 2016, we recognized $46 million of mark-to-market net gains on commodity hedges in corporate unallocated expenses. In the year ended December 31, 2016, we recognized $167 million of mark-to-market net gains on commodity hedges in corporate unallocated expenses. We centrally manage commodity derivatives on behalf of our divisions. These commodity derivatives include agricultural products, energy and metals. Commodity derivatives that do not qualify for hedge accounting treatment are marked to market each period with the resulting gains and losses recorded in corporate unallocated expenses as either cost of sales or selling, general and administrative expenses, depending on the underlying commodity. These gains and losses are subsequently reflected in division results when the divisions recognize the cost of the underlying commodity in operating profit.

Restructuring and impairment charges

2014 Multi-Year Productivity Plan

In the 12 weeks ended March 25, 2017, we incurred restructuring charges of $27 million in conjunction with the multi-year productivity plan we publicly announced in 2014 (2014 Productivity Plan). In the 12 weeks ended March 19, 2016, we incurred

A - 6

restructuring charges of $30 million in conjunction with our 2014 Productivity Plan. In the year ended December 31, 2016, we incurred restructuring charges of $160 million in conjunction with our 2014 Productivity Plan. The 2014 Productivity Plan includes the next generation of productivity initiatives that we believe will strengthen our food, snack and beverage businesses by: accelerating our investment in manufacturing automation; further optimizing our global manufacturing footprint, including closing certain manufacturing facilities; re-engineering our go-to-market systems in developed markets; expanding shared services; and implementing simplified organization structures to drive efficiency.

Charge related to the transaction with Tingyi

In the 12 weeks ended March 19, 2016 and the year ended December 31, 2016, we recorded a pre- and after-tax impairment charge of $373 million to reduce the value of our 5% indirect equity interest in Tingyi-Asahi Beverages Holding Co. Ltd. (TAB) to its estimated fair value.

Charge related to debt redemption

In the year ended December 31, 2016, we paid $2.5 billion to redeem all of our outstanding 7.900% senior notes due 2018 and 5.125% senior notes due 2019 for the principal amounts of $1.5 billion and $750 million, respectively, and terminated certain interest rate swaps. As a result, we recorded a pre-tax charge of $233 million to interest expense, primarily representing the premium paid in accordance with the "make-whole" redemption provisions.

Pension-related settlement

In the year ended December 31, 2016, we recorded a pre-tax pension settlement charge of $242 million related to the purchase of a group annuity contract.

Division operating profit: The aggregation of the operating profit for each of our reportable segments, which excludes the impact of corporate unallocated expenses.

Effective net pricing: Reflects the year-over-year impact of discrete pricing actions, sales incentive activities and mix resulting from selling varying products in different package sizes and in different countries.

Free cash flow: Net cash provided by operating activities less capital spending, plus sales of property, plant and equipment. Since net capital spending is essential to our product innovation initiatives and maintaining our operational capabilities, we believe that it is a recurring and necessary use of cash. As such, we believe investors should also consider net capital spending when evaluating our cash from operating activities.

Free cash flow is used by us primarily for financing activities, including debt repayments, dividends and share repurchases. Free cash flow is not a measure of cash available for discretionary expenditures since we have certain non-discretionary obligations such as debt service that are not deducted from the measure.

Free cash flow excluding certain items: Free cash flow, excluding payments related to restructuring charges, discretionary pension and retiree medical contributions and the related net cash tax benefits. As free cash flow excluding certain items is an important measure used to monitor our cash flow performance, we believe this non-GAAP measure provides investors additional useful information when evaluating our cash from operating activities. See below for a reconciliation of this non-GAAP financial measure to the most directly comparable financial measure in accordance with U.S. GAAP (operating cash flow).

Net capital spending: Capital spending less cash proceeds from sales of property, plant and equipment.

Organic: A measure that adjusts for impacts of foreign exchange translation as well as the impact from acquisitions, divestitures and other structural changes, for the comparable period. This measure also excludes the impact of the 53(rd) reporting week in 2016. We believe organic revenue provides useful information in evaluating the results of our business because it excludes items that we believe are not indicative of ongoing performance or that we believe impact comparability with the prior year.

Raw material costs: Raw materials include the principal ingredients we use in our beverage, food and snack products, our key packaging materials and energy costs.

2017 guidance

Our 2017 core constant currency EPS growth guidance excludes the commodity mark-to-market net impact included in corporate unallocated expenses and restructuring and impairment charges. Our 2017 core constant currency EPS growth guidance also excludes the impact of foreign exchange translation. Our 2017 organic revenue growth guidance excludes the impact of acquisitions, divestitures and other structural changes, foreign exchange translation and the impact of a 53(rd) reporting week in 2016. We are not able to reconcile our full year projected 2017 core constant currency EPS growth to our full year projected 2017 reported EPS

A - 7

growth because we are unable to predict the 2017 impact of foreign exchange or the mark-to-market net impact on commodity hedges due to the unpredictability of future changes in foreign exchange rates and commodity prices. We are also unable to reconcile our full year projected 2017 organic revenue growth to our full year projected 2017 reported net revenue growth because we are unable to predict the 2017 impact of foreign exchange due to the unpredictability of future changes in foreign exchange rates and because we are unable to predict the occurrence or impact of any acquisitions, divestitures or other structural changes. Therefore, we are unable to provide a reconciliation of these measures.

A - 8


                                                                                PepsiCo, Inc. and Subsidiaries
                                                                        Reconciliation of GAAP and Non-GAAP Information
                                                                                 Organic Revenue Growth Rates
                                                                                 12 Weeks Ended March 25, 2017
                                                                                          (unaudited)



                                                        Percent Impact                                            GAAP                             Non-GAAP

                                                                                              Measure                             Measure


                                                                                            Reported                             Organic

                                                                                            % Change                          % Change (a)
                                                                                            --------                           -----------

    Net Revenue Year over Year % Change Volume                   Effective                     Acquisitions,                          Foreign                12 Weeks    12 Weeks
                                                                                                                                                                Ended       Ended
                                                                                                                                                            3/25/2017   3/25/2017

                                                 net pricing                    divestitures
                                                                                  and other
                                                                                 structural
                                                                                   changes                         exchange

                                                                                                                  translation


    Frito-Lay North America                  (1)                           3                                -                                    -                   2            2

    Quaker Foods North America               (1)                         (2)                               -                                    -                 (3)       (3.5)

    North America Beverages                    -                         1.5                                1                                     -                   2            1

    Latin America                            0.5                            6                              (1)                                  (2)                   3            6

    Europe Sub-Saharan Africa                  -                         3.5                                -                                    2                    6            4

    Asia, Middle East and North Africa         2                            -                               -                                 (11)                 (9)           2

    Total PepsiCo                              -                           2                                -                                  (1)                   2            2


    (a)                Organic percent change is a
                       financial measure that is not
                       in accordance with GAAP and is
                       calculated by excluding the
                       impact of foreign exchange
                       translation, acquisitions,
                       divestitures and other
                       structural changes from
                       reported growth.


    Note - Certain amounts above may not sum due
     to rounding.


                        A - 9


                                                                                                                           PepsiCo, Inc. and Subsidiaries
                                                                                                               Reconciliation of GAAP and Non-GAAP Information (cont.)
                                                                                                                             Year over Year Growth Rates
                                                                                                                            12 Weeks Ended March 25, 2017
                                                                                                                                     (unaudited)



                                                                     GAAP                                                                                                                                      Non-GAAP                                          Non-GAAP
                                                                                                                                                                                                             Measure                                            Measure
                                                                    Measure
                                                                    -------

                                                                   Reported                        Percent Impact of Items Affecting
                                                                                                             Comparability                                             Core (a)                    Percent                  Core Constant
                                                                   % Change                                                                                                                                                 Currency (a)
                                                                                                                                                                     % Change                   Impact of
                                                                                                                                                                                                                             % Change
                                                                                                                                                                                                                               --------

                                                                   12 Weeks  Restructuring        Charge               12 Weeks       Foreign       12 Weeks Ended
                                                                       Ended                                                                             and                          related to                      Ended                    exchange            3/25/2017
                                                                   3/25/2017                                                                                                              the                     3/25/2017                  translation
                                                                                                                                                                                      transaction
                                                                                                                                                                                          with
    Operating Profit Year over Year % Change                                                   Commodity                                                                                 Tingyi
                                                                                                                                                  impairment
                                                                                     mark-to-market net impact                                    charges (b)
                                                                                                                                                                                                                                                                         ---

    Frito-Lay North America                                                4                                                                   -                                   -                                       -                                5                    -         4

    Quaker Foods North America                                           (1)                                                                  -                                   -                                       -                              (1)                   -       (1)

    North America Beverages                                                4                                                                   -                                 (1)                                       -                                3                    -         3

    Latin America                                                       (24)                                                                  -                                  13                                        -                             (11)                  11          -

    Europe Sub-Saharan Africa                                             51                                                                   -                                (29)                                       -                               23                  3.5         26

    Asia, Middle East and North Africa                            n/m                                                                         -                                   5                        n/m                                           (28)                   3       (25)

    Corporate Unallocated                                               (40)                                                                 41                                  (1)                                       -                                1                    -         1
                                                                         ---                                                                 ---                                  ---                                      ---                              ---                  ---       ---

    Total Operating Profit                                                19                                                                   4                                    -                                    (23)                                -                   1          1

    Net Income Attributable to PepsiCo                                    41                                                                                                                                                               4                                 2       6

    Net Income Attributable to PepsiCo per common share - diluted         43                                                                                                                                                             5.5                                 2       7


    (a)                                                                                                                                                           Core results and core constant currency results are financial measures that are not in accordance with GAAP and exclude the above items affecting comparability. See A-6 through A-8 for a discussion of each of these adjustments.


    (b)                                                                                                                                                           Restructuring and impairment charges include costs associated with the 2014 Multi-Year Productivity Plan. See A-6 through A-8 for a discussion of this plan.


    Note - Certain amounts above may not sum due to rounding.


    n/m - Not meaningful due to the impact of a 2016 impairment charge to reduce the value of our 5% indirect equity interest in TAB to its estimated fair value.


                                                                                A - 10


                                                          PepsiCo, Inc. and Subsidiaries
                                             Reconciliation of GAAP and Non-GAAP Information (cont.)
                                                                Certain Line Items
                                                 12 Weeks Ended March 25, 2017 and March 19, 2016
                                                (in millions except per share amounts, unaudited)



                                                                                                                                                                                                                                                             12 Weeks Ended 3/25/2017
                                                                                                                                                                                                                                                             ------------------------

                                                                                                           Selling,             Net income          Net income
                                                                                                                                           general                                                    attributable    attributable
                                                                                                                                                                                                       to PepsiCo      to PepsiCo
                                                                                                                                                                                                                       per common
                                                                                                                                                                                                                        share -
                                                                                                     Cost           Gross                                        Operating    Provision for                             diluted              Effective
                                                                                                       of           profit                   and                   profit      income taxes                                                   tax rate
                                                                                                                                                                                   (a)                                                           (b)
                                                                                                     sales                             administrative
                                                                                                                           expenses


    Reported, GAAP Measure                                                                                 $5,286                                         $6,763                             $4,817                                   $1,933                       $392                $1,318 $0.91 22.7%

    Items Affecting Comparability

    Commodity mark-to-market net impact                                                                 19                      (19)                                   (33)                     14                                  5                      9                0.01          0.1

    Restructuring and impairment charges (c)                                                             -                        -                                   (27)                     27                                  -                    27                0.02        (0.3)

    Core, Non-GAAP Measure (d)                                                                             $5,305                                         $6,744                             $4,757                                   $1,974                       $397                $1,354 $0.94 22.5%



                                                                                                                                                                                                                                                             12 Weeks Ended 3/19/2016
                                                                                                                                                                                                                                                             ------------------------

                                                                                                                Net income        Net income       Effective
                                                                                                                                                                                                    attributable to attributable to           tax rate
                                                                                                                                                                                                        PepsiCo       PepsiCo per                (b)
                                                                                                                                                                                                                    common share -
                                                                                                     Cost           Gross             Selling, general           Operating    Provision for                             diluted
                                                                                                       of           profit                   and                   profit   income taxes (a)
                                                                                                     sales                             administrative
                                                                                                                           expenses


    Reported, GAAP Measure                                                                                 $5,151                                         $6,711                             $5,078                                   $1,619                       $442                  $931 $0.64 31.9%

    Items Affecting Comparability

    Commodity mark-to-market net impact                                                                 18                      (18)                                     28                    (46)                              (17)                  (29)              (0.02)        (0.4)

    Restructuring and impairment charges (c)                                                             -                        -                                   (30)                     30                                  5                     25                0.02        (0.2)

    Charge related to the transaction with
     Tingyi                                                                                              -                        -                                  (373)                    373                                  -                   373                0.26        (6.6)

    Core, Non-GAAP Measure (d)                                                                             $5,169                                         $6,693                             $4,703                                   $1,976                       $430                $1,300 $0.89 24.7%



    (a)               Provision for income taxes is the
                      expected tax benefit/charge on the
                      underlying item based on the tax laws
                      and income tax rates applicable to the
                      underlying item in its corresponding tax
                      jurisdiction.



    (b)                The impact of items affecting
                       comparability on our effective tax rate
                       represents the difference in the
                       effective tax rate resulting from a
                       higher or lower tax rate applicable to
                       the items affecting comparability.



    (c)               Restructuring and impairment charges
                      include costs associated with the 2014
                      Multi-Year Productivity Plan. See A-6
                      through A-8 for a discussion of this
                      plan.



    (d)                                  Core results are financial measures that
                                         are not in accordance with GAAP and
                                         exclude the above items affecting
                                         comparability. See A-6 through A-8 for
                                         a discussion of each of these
                                         adjustments.


    Note - Certain amounts above may not
     sum due to rounding.


                    A - 11


                                                                                              PepsiCo, Inc. and Subsidiaries
                                                                                  Reconciliation of GAAP and Non-GAAP Information (cont.)
                                                                                            Operating Profit/(Loss) by Division
                                                                                     12 Weeks Ended March 25, 2017 and March 19, 2016
                                                                                                 (in millions, unaudited)



                                                                                                             GAAP                                  Items Affecting Comparability         Non-GAAP

                                                                                                           Measure                                                                        Measure
                                                                                                           -------                                                                        -------

                                                                                                           Reported                          Core (a)
                                                                                                           --------                           -------

    Operating Profit                                                                                      12 Weeks Ended                     Commodity                      Restructuring          12 Weeks Ended
                                                                                                                     3/25/2017                                                         and                    3/25/2017
                                                                                                                                                                                    impairment
                                                                                                                                                                                   charges (b)

                                                                                                                           mark-to-market

                                                                                                                              net impact


    Frito-Lay North America                           $1,060                                            $                     -                                                               $1                                $1,061

    Quaker Foods North America                                                                                       164                                                -                                        -                      164

    North America Beverages                                                                                          505                                                -                                        2                       507

    Latin America                                                                                                    132                                                -                                       24                       156

    Europe Sub-Saharan Africa                                                                                        102                                                -                                        4                       106

    Asia, Middle East and North Africa                                                                               171                                                -                                      (6)                      165
                                                                                                                     ---                                              ---                                      ---                       ---

    Division Operating Profit                                                                                      2,134                                                -                                       25                     2,159

    Corporate Unallocated                                                                                          (201)                                              14                                         2                     (185)
                                                                                                                    ----                                              ---                                       ---                      ----

    Total Operating Profit                            $1,933                                                                $14                                                               $27                                $1,974
                                                      ======                                                                ===                                                               ===                                ======



                                            GAAP                            Items Affecting Comparability                                    Non-GAAP

                                           Measure                                                                                            Measure
                                           -------                                                                                            -------

                                          Reported                            Core (a)
                                          --------                             -------

    Operating Profit/(Loss)            12 Weeks Ended             Commodity               Restructuring                           Charge related                12 Weeks Ended
                                            3/19/2016                                                                                 to the                         3/19/2016
                                                                                                                                    transaction
                                                                                                                                    with Tingyi
                                                                                        and impairment
                                                             mark-to-market               charges (b)

                                                               net impact
                                                                                                                                                                           ---

    Frito-Lay North America                           $1,018                                            $                     -                                                             $(4)                            $       -         $1,014

    Quaker Foods North America                    166                                  -                                                        -                                              -                          166

    North America Beverages                       485                                  -                                                        7                                               -                          492

    Latin America                                 175                                  -                                                        -                                              -                          175

    Europe Sub-Saharan Africa                      67                                  -                                                       19                                               -                           86

    Asia, Middle East and North Africa          (148)                                 -                                                        5                                             373                           230
                                                 ----                                ---                                                      ---                                             ---                           ---

    Division Operating Profit                   1,763                                  -                                                       27                                             373                         2,163

    Corporate Unallocated                       (144)                              (46)                                                        3                                               -                        (187)
                                                 ----                                ---                                                       ---                                             ---                         ----

    Total Operating Profit                            $1,619                                                              $(46)                                                              $30                                  $373          $1,976
                                                      ======                                                               ====                                                               ===                                  ====          ======



    (a)               Core results are financial measures that
                      are not in accordance with GAAP and
                      exclude the above items affecting
                      comparability. See A-6 through A-8 for
                      a discussion of each of these
                      adjustments.



    (b)                Restructuring and impairment charges
                       include costs associated with the 2014
                       Multi-Year Productivity Plan. See A-6
                       through A-8 for a discussion of this
                       plan.


                              A - 12




                         PepsiCo, Inc. and Subsidiaries
            Reconciliation of GAAP and Non-GAAP Information (cont.)
                                  (unaudited)



    Division Operating Profit Growth Reconciliation


                                              12 Weeks Ended

                                                   3/25/2017
                                                   ---------

    Reported Operating Profit Growth                      19             %

    Impact of Corporate Unallocated                        2
                                                         ---

    Division Operating Profit Growth                      21

    Restructuring and Impairment Charges                   -

    Charge Related to the Transaction with
     Tingyi                                             (21)

    Core Division Operating Profit Growth                  -

    Foreign Exchange Translation                           1
                                                         ---

    Core Constant Currency Division
     Operating Profit Growth                               1             %
                                                         ===



    Gross Margin Growth Reconciliation


                                              12 Weeks Ended

                                                   3/25/2017
                                                   ---------

    Reported Gross Margin Growth                        (45)            bps

    Commodity Mark-to-Market Net Impact                    -

    Core Gross Margin Growth                            (45)            bps
                                                         ===



    Operating Margin Growth Reconciliation


                                              12 Weeks Ended

                                                   3/25/2017
                                                   ---------

    Reported Operating Margin Growth                     239             bps

    Commodity Mark-to-Market Net Impact                   50

    Restructuring and Impairment Charges                 (3)

    Charge Related to the Transaction with
     Tingyi                                            (314)

    Core Operating Margin Growth                        (28)            bps
                                                         ===




    Fiscal 2016 Diluted EPS Reconciliation


                                                Year Ended

                                                  12/31/2016
                                                  ----------

    Reported Diluted EPS                                        $4.36

    Commodity Mark-to-Market Net Impact               (0.08)

    Restructuring and Impairment Charges                0.09

    Charge Related to the Transaction with
     Tingyi                                             0.26

    Charge Related to Debt Redemption                   0.11

    Pension-Related Settlement Charge                   0.11

    Core Diluted EPS                                            $4.85
                                                                =====


                                     A - 13



                  PepsiCo, Inc. and Subsidiaries
      Reconciliation of GAAP and Non-GAAP Information (cont.)
                            (unaudited)


    Net Cash Provided by Operating Activities Reconciliation (in millions)


                                           12 Weeks Ended

                                                3/25/2017
                                                ---------

    Net Cash Used for Operating
     Activities                                              $(199)

    Capital Spending                                (317)

    Sales of Property, Plant and
     Equipment                                         12
                                                      ---

    Free Cash Flow                                  (504)

    Payments Related to Restructuring
     Charges                                            7

    Free Cash Flow Excluding Above Item                      $(497)
                                                              =====


    Net Cash Provided by Operating Activities Reconciliation (in billions)


                                                2017

                                           Guidance
                                           --------

    Net Cash Provided by Operating
     Activities                                    $   ~             10

    Net Capital Spending                             ~              3
                                                     ---          ---

    Free Cash Flow                                   ~              7

    Discretionary Pension Contributions              ~              -

    Net Cash Tax Benefit Related to
     Discretionary                                   ~              -
    Pension Contributions

    Payments Related to Restructuring Charges        ~              -

    Net Cash Tax Benefit Related to
     Restructuring                                   ~              -
    Charges

    Free Cash Flow Excluding Certain
     Items                                         $   ~              7
                                                 ===   ===          ===


    Note - Certain amounts above may not sum due to rounding.


                                A - 14

Cautionary Statement
Statements in this communication that are "forward-looking statements," including our 2017 guidance, are based on currently available information, operating plans and projections about future events and trends. Terminology such as "aim," "anticipate," "believe," "drive," "estimate," "expect," "expressed confidence," "forecast," "future," "goal," "guidance," "intend," "may," "objective," "outlook," "plan," "position," "potential," "project," "seek," "should," "strategy," "target," "will" or similar statements or variations of such terms are intended to identify forward-looking statements, although not all forward-looking statements contain such terms. Forward-looking statements inherently involve risks and uncertainties that could cause actual results to differ materially from those predicted in such forward-looking statements. Such risks and uncertainties include, but are not limited to: changes in demand for PepsiCo's products, as a result of changes in consumer preferences or otherwise; changes in, or failure to comply with, applicable laws and regulations; imposition or proposed imposition of new or increased taxes aimed at PepsiCo's products; imposition of labeling or warning requirements on PepsiCo's products; changes in laws related to packaging and disposal of PepsiCo's products; PepsiCo's ability to compete effectively; political conditions, civil unrest or other developments and risks in the markets where PepsiCo's products are made, manufactured, distributed or sold; PepsiCo's ability to grow its business in developing and emerging markets; unfavorable economic conditions in the countries in which PepsiCo operates; the ability to protect information systems against, or effectively respond to, a cybersecurity incident or other disruption; increased costs, disruption of supply or shortages of raw materials and other supplies; business disruptions; product contamination or tampering or issues or concerns with respect to product quality, safety and integrity; damage to PepsiCo's reputation or brand image; failure to successfully complete or integrate acquisitions and joint ventures into PepsiCo's existing operations or to complete or manage divestitures or refranchisings; changes in estimates and underlying assumptions regarding future performance that could result in an impairment charge; increase in income tax rates, changes in income tax laws or disagreements with tax authorities; failure to realize anticipated benefits from PepsiCo's productivity initiatives or global operating model; PepsiCo's ability to recruit, hire or retain key employees or a highly skilled and diverse workforce; loss of any key customer or changes to the retail landscape; any downgrade or potential downgrade of PepsiCo's credit ratings; PepsiCo's ability to implement shared services or utilize information technology systems and networks effectively; fluctuations or other changes in exchange rates; climate change or water scarcity, or legal, regulatory or market measures to address climate change or water scarcity; failure to successfully negotiate collective bargaining agreements, or strikes or work stoppages; infringement of intellectual property rights; potential liabilities and costs from litigation or legal proceedings; and other factors that may adversely affect the price of PepsiCo's publicly traded securities and financial performance.

For additional information on these and other factors that could cause PepsiCo's actual results to materially differ from those set forth herein, please see PepsiCo's filings with the Securities and Exchange Commission, including its most recent annual report on Form 10-K and subsequent reports on Forms 10-Q and 8-K. Investors are cautioned not to place undue reliance on any such forward-looking statements, which speak only as of the date they are made. PepsiCo undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.

A - 15

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SOURCE PepsiCo, Inc.