$KMB · KIMBERLY CLARK CORP
Kimberly-Clark filed an 8-K reporting completion of its merger with Kenvue Inc. on November 2, 2026, and the assumption of $7.0B aggregate principal amount of Kenvue senior notes across seven series. A Fourth Supplemental Indenture was executed whereby Kenvue LLC assumed Kenvue Inc.'s obligations. The company also announced final results of exchange offers to swap Kenvue Notes for new Kimberly-Clark Notes, with tender rates ranging from 73.93% (2028 notes) to 98.54% (2053 notes).
- Kenvue assumed $7.0B aggregate principal of notes across seven series maturing 2028–2063.
- Exchange offers expired November 2, 2026, with tender rates from 73.93% to 98.54%.
- Early participants received $970 principal of new notes plus $30 premium and $1.00 cash per $1,000 tendered.
- New Kimberly-Clark Notes carry identical rates, maturities, and redemption terms as the Kenvue Notes.
- Settlement is expected November 4, 2026.
KMB closed at $108.79, up 4.15% on the day, with extended-hours trading at $109.25 (+0.42% vs regular close), suggesting a mildly positive reception to the merger completion and note exchange.
The filing confirms completion of a transformative merger and a $7B debt assumption/exchange, reshaping Kimberly-Clark's capital structure and consumer health footprint.
The Kenvue merger transforms Kimberly-Clark into a combined personal care and consumer health leader spanning brands like Huggies, Tylenol, Neutrogena, and Listerine across 175+ countries.
The new Kimberly-Clark Notes are unregistered and restricted to qualified institutional buyers and non-U.S. persons, limiting secondary-market liquidity. Kenvue remains responsible for interest on notes outstanding after settlement.