DALLAS – October 29, 2026 -- Kimberly-Clark Corporation extended the expiration of its exchange offers for any and all outstanding Kenvue Inc. notes, which cover up to $7 billion of new Kimberly-Clark notes, from 5:00 p.m. New York City time on October 29, 2026 to 5:00 p.m. on November 2, 2026.
All other terms of the exchange offers remain unchanged. Kimberly-Clark may extend the deadline further.
Exchange offers depend on the Kenvue acquisition closing
The offers are conditioned on completion of Kimberly-Clark's pending acquisition of Kenvue. Kimberly-Clark cannot waive that condition, though it may waive certain other conditions. Settlement is expected promptly after the expiration date.
Noteholder consents for indenture amendments already secured
Requisite consents were received by the October 9, 2026 early participation date. A supplemental indenture to the Kenvue indenture containing the amendments has been executed. The amendments become operative only when the exchange offers settle.
Offering memorandum updated with Kenvue's latest financials
The offering memorandum dated September 28, 2026 now incorporates by reference Kenvue's unaudited consolidated financial statements for the three and nine months ended September 27, 2026 and September 28, 2025. Those figures will appear in Kenvue's Form 10-Q, which Kenvue has yet to file with the SEC.
Offering restricted to eligible institutional and non-U.S. holders
The new Kimberly-Clark notes are not registered under the U.S. Securities Act of 1933. They are offered only to qualified institutional buyers under Rule 144A and to non-U.S. persons under Regulation S. Holders must complete an eligibility letter to receive the offering memorandum and participate. D.F. King & Co., Inc. serves as information and exchange agent.
Kimberly-Clark, its subsidiaries, the dealer managers, the agents and the trustees make no recommendation on whether holders should tender their Kenvue notes.