KMB · 8-K · 20261104PR122765

Kenvue Acquisition Financing

KIMBERLY CLARK CORP · 2026-11-04 · Importance 64 · Surprise 42 · In source text

Kimberly-Clark’s exchange offers for Kenvue notes drew $6.376 billion in tenders by the November 2, 2026 expiration date, about 91.1% of the $7.0 billion principal amount outstanding. Tender participation ranged from 73.93% for the 5.050% notes due 2028 to 98.54% for the 5.050% notes due 2053; the notes span maturities from 2028 through 2063. For each $1,000 principal amount tendered by the early participation date and accepted, holders were eligible for $970 of Kimberly-Clark notes, a $30 principal premium, and $1 in cash; tenders after that date were eligible for the $970 exchange consideration and $30 premium. The new notes retain the corresponding Kenvue notes’ interest rates, payment dates, maturities, and optional redemption prices, and will be Kimberly-Clark general unsecured senior obligations ranking equally with its unsecured senior debt.

Key facts

• Kimberly-Clark offered to issue up to $7,000,000,000 aggregate principal amount of new notes in exchange offers for any and all outstanding Kenvue Notes, together with cash. source
• As of November 2, 2026, $1,152,617,000 of Kenvue's 4.900% Senior Notes due 2033, out of $1,250,000,000 outstanding, had been tendered, equal to 92.21% of the outstanding principal amount. source
• As of November 2, 2026, $1,478,073,000 of Kenvue's 5.050% Senior Notes due 2053, out of $1,500,000,000 outstanding, had been tendered, equal to 98.54% of the outstanding principal amount. source
• As of November 2, 2026, $739,347,000 of Kenvue's 5.050% Senior Notes due 2028, out of $1,000,000,000 outstanding, had been tendered, equal to 73.93% of the outstanding principal amount. source
• As of November 2, 2026, $846,989,000 of Kenvue's 5.000% Senior Notes due 2030, out of $1,000,000,000 outstanding, had been tendered, equal to 84.70% of the outstanding principal amount. source
• As of November 2, 2026, $702,706,000 of Kenvue's 4.850% Senior Notes due 2032, out of $750,000,000 outstanding, had been tendered, equal to 93.69% of the outstanding principal amount. source
• As of November 2, 2026, $728,377,000 of Kenvue's 5.100% Senior Notes due 2043, out of $750,000,000 outstanding, had been tendered, equal to 97.12% of the outstanding principal amount. source
• As of November 2, 2026, $727,930,000 of Kenvue's 5.200% Senior Notes due 2063, out of $750,000,000 outstanding, had been tendered, equal to 97.06% of the outstanding principal amount. source

Impact estimates