Kimberly-Clark to Acquire Kenvue in $48.7 Billion Deal

Kimberly-Clark Corporation has announced a definitive agreement to acquire Kenvue Inc. in a cash-and-stock transaction valued at approximately $48.7 billion. This strategic move aims to create a global health and wellness leader by combining Kimberly-Clark's personal care brands with Kenvue's consumer health products.

Under the terms of the agreement, Kenvue shareholders will receive $3.50 per share in cash and 0.14625 shares of Kimberly-Clark for each Kenvue share held at closing. This equates to a total consideration of $21.01 per Kenvue share, representing a 46.2% premium over Kenvue's closing price of $14.37 on October 31, 2025. Upon completion, Kimberly-Clark shareholders will own approximately 54% of the combined company, with Kenvue shareholders owning the remaining 46%.

The combined entity is projected to generate annual revenues of approximately $32 billion and achieve $2.1 billion in annual run-rate synergies. These synergies include $1.9 billion in cost savings and $500 million in revenue enhancements, partially offset by $300 million in reinvestments. The transaction is expected to close in the second half of 2026, pending shareholder and regulatory approvals.

Mike Hsu, Kimberly-Clark's Chairman and CEO, will lead the combined company. At closing, three members of Kenvue's board will join Kimberly-Clark's board. The headquarters will remain in Irving, Texas, with a significant presence maintained in Kenvue's current locations.

Kimberly-Clark is being advised by Kirkland & Ellis LLP on legal matters and by Latham & Watkins LLP on financing aspects. Arnold & Porter is providing regulatory counsel to Kimberly-Clark.

Following the announcement, Kenvue's stock surged approximately 20% in premarket trading, while Kimberly-Clark's shares declined nearly 15%. Investors expressed concerns about acquiring a company facing ongoing controversies and weak performance, including lawsuits alleging links between Tylenol and autism, and declining product sales.

The transaction is subject to approval by both companies' shareholders and regulatory authorities. It is expected to close in the second half of 2026.

Implications of the Merger

The merger of these two companies could have several societal impacts:

• Consumer Choice: The consolidation of numerous household brands under one company may affect product diversity and pricing.

• Employment: While the companies have expressed a commitment to maintaining a significant presence in existing locations, mergers often lead to restructuring and potential job redundancies.

• Legal Concerns: Kenvue's ongoing legal challenges, particularly related to Tylenol, may influence public perception and trust in the combined company's products.

This acquisition represents a significant shift in the consumer health and personal care industry, combining two portfolios of well-established brands. As the companies work towards integration, stakeholders will be closely monitoring the impact on market dynamics, consumer choices, and the broader industry landscape.