Kimberly-Clark prices $4.9 billion notes to help fund Kenvue purchase

Proceeds, along with cash on hand and commercial paper, will cover the cash portion of the roughly $36 billion deal for the maker of Tylenol and Band-Aid

Kimberly-Clark has priced a private offering of senior unsecured notes totaling $4.9 billion, split across five tranches. The sale includes $750 million of 5.100% notes due 2028, $1 billion of 5.300% notes due 2029, $1.25 billion of 5.450% notes due 2031, $750 million of 5.650% notes due 2034, and $1.15 billion of 5.800% notes due 2036, according to Investing.com.

The company says proceeds, together with cash on hand and commercial paper borrowings, will fund the cash consideration for its proposed acquisition of Kenvue, the maker of Tylenol and Band-Aid, which was spun out of Johnson & Johnson in 2023, according to Dealroom. The deal is valued at roughly $36 billion, Dealroom reported, and is expected to close in the fourth quarter of 2026. JPMorgan provided a $7.7 billion bridge facility to back the acquisition, and Dealroom reported the new notes are meant to refinance part of that short-term borrowing.

The offering is expected to close on or about October 29, 2026, and is not conditioned on completion of the Kenvue acquisition. Investing.com reported that if the deal has not closed within five business days of May 31, 2027, or if Kimberly-Clark tells the trustee it will not pursue the acquisition, the company must redeem all the notes at 101% of face value plus accrued interest. Separately, Kimberly-Clark began an offer on September 28, 2026 to exchange Kenvue's existing senior notes for new notes issued by Kimberly-Clark, Investing.com reported.

The notes pricing is the cash-funding counterpart to that debt-for-debt exchange, and together the two complete the financing Kimberly-Clark needs to close the acquisition. Unlike the exchange offer, the notes sale carries no condition tied to the merger, so Kimberly-Clark is now committed to the added borrowing regardless of whether the deal closes on schedule in the fourth quarter. That removes one source of financing uncertainty but adds fixed interest costs onto a balance sheet already seen as stretched, a concern UBS cited on October 15 when it cut its price target to $106.