CORRECTED - UPDATE 2-Pepsi to buy into Russian juice maker for $1.4 bln

(Corrects to show Lebedyansky, not PepsiCo and PBG, is the world's sixth-largest juice producer in paragraph 7) (Adds new quotes, background, updates share price)

By Maria Kiselyova

MOSCOW, March 20 (Reuters) - PepsiCo (PEP.N) and its largest bottler agreed to buy a majority stake in Russia's leading juice producer in another step by the world's No. 2 soft drinks maker to increase its presence in healthier food and beverages.

PepsiCo and the Pepsi Bottling Group (PBG) PBG.N said in a statement on Thursday they have agreed to buy 75.53 percent of the juice business of Lebedyansky LBDO.MM, which also makes baby food and mineral water, for $1.4 billion.

"From the PepsiCo standpoint, this investment represents one of the most exciting steps our company has ever taken internationally," Zein Abdalla, President of PepsiCo Europe, told a news conference.

"With the Russian juice market forecast to grow to become one of the top five in the world sometime in the next decade, we believe the growth potential of this sector is significant."

PepsiCo currently controls about 2 percent of the Russian juice market through the Tropicana brand, but does not have its own juice-producing facilities in Russia. Its rival CocaCola Co. (KO.N) controls over a fifth of the Russian juice sector after a $530 million purchase of producer Multon in 2005.

Lebedyansky has 30 percent of the Russian juice market and its juice sales last year stood at around $800 million.

PepsiCo and PBG said Lebedyansky is currently the world's sixth-largest juice producer.

PepsiCo and PBG will buy shares held by Lebedyansky's four individual shareholders, and that stake will be split, with PepsiCo getting 75 percent and PBG 25 percent.

CONDITIONAL AGREEMENT

The deal, the largest ever in the Russian food market, will however only take place if Lebedyansky's shareholders approve the separation and the spin-off of the firm's juice business.

"We now need to see the mineral water and baby food spin-off, to get regulatory approval... we expect the deal to close in the third quarter," Abdalla told Reuters.

Upon completion of the transaction, PepsiCo and PBG will make a mandatory offer to purchase the shares held by all remaining shareholders in Lebedyansky, which could bring their holding in the Russian firm to 100 percent.

PepsiCo did not say how it will finance the acquisition.

"We will announce that when we finalise our financing and also when we make a mandatory offer to the minority shareholders," Abdalla said.

Lebedyansky's shareholders will vote on the spin-off at a meeting which will take place within 80 days after a board of directors meeting, scheduled for March 28.

Shareholders who vote in favour will receive shares in the new private baby food and water business which will be non-public.

Magomet Tavkazakov, Lebedyansky's Executive Director, said the core shareholders could invest some of the proceeds from the sale of the juice business into mineral water and baby food.

"The shareholders have made a decision to develop this business independently," he said. In 2007, Lebedyansky's sales in baby food segment rose by 42 percent to $123.8 million, while mineral water sales soared by 147 percent to $18 million.

About 23 percent of Lebedyansky shares are freely floated. Its stock was down 2.78 percent at 2,100 roubles ($88.72) by 1310 GMT. PepsiCo and PBG will buy its shares for $88.02.