Kimberly-Clark launches $7.0 billion exchange offers for Kenvue notes tied to pending acquisition

KIMBERLY CLARK CORP

Kimberly-Clark commenced exchange offers for any and all Kenvue notes, offering up to $7.0 billion aggregate principal amount of new Kimberly-Clark notes and cash.
Exchange consideration per $1,000 Kenvue notes: $970 principal Kimberly-Clark notes plus $30 early participation premium plus $1.00 cash, for total $1,000.
Concurrent consent solicitations seek to amend Kenvue indenture to eliminate restrictive covenants, certain events of default, SEC reporting covenant, and merger restrictions.
Offers conditioned on consummation of Kimberly-Clark's acquisition of Kenvue, expected Q4 2026; early participation date Oct 9, 2026, expiration Oct 27, 2026.
Filing includes Kenvue audited financials for FY ended Dec 28, 2025, unaudited six months ended June 28, 2026, and Kimberly-Clark pro forma financials.

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