Kimberly-Clark Prices $4.9B Senior Notes Offering for Kenvue Acquisition

Event Summary

On October 19, 2026, Kimberly-Clark Corporation announced the pricing of a private offering of senior unsecured notes in an aggregate principal amount of $4.9 billion across five tranches:

• $750,000,000 of 5.100% Notes due 2028
• $1,000,000,000 of 5.300% Notes due 2029
• $1,250,000,000 of 5.450% Notes due 2031
• $750,000,000 of 5.650% Notes due 2034
• $1,150,000,000 of 5.800% Notes due 2036

The offering is expected to close on or about October 29, 2026, subject to customary closing conditions.

Use of Proceeds & Acquisition Terms

• Acquisition of Kenvue Inc.: Net proceeds, together with cash on hand and/or commercial paper borrowings, will fund the cash consideration and related transaction expenses for the proposed acquisition of Kenvue Inc., expected to close in Q4 2026.
• Special Mandatory Redemption: If the acquisition is not consummated prior to five business days following the later of May 31, 2027, or an agreed outside date, or if Kimberly-Clark abandons the transaction, the notes must be redeemed at 101% of aggregate principal amount plus accrued interest.
• Kenvue Guarantees: In connection with an exchange offer for Kenvue's existing debt, if exchange offers are not completed under certain conditions post-acquisition, the notes will receive full and unconditional unsecured guarantees from Kenvue.