Kimberly-Clark completes Kenvue deal, expects $3.1 billion in charges

Kimberly-Clark (KMB) completed its acquisition of Kenvue on Nov. 2, the company said in a press release and a regulatory filing. The deal combines two brand portfolios into one consumer health and wellness company.

Shares were little changed in regular trading as of 10:13 a.m. ET, from a regular-session close of $107.94.

The company's own description puts its products in more than 175 countries, under brands including Huggies, Listerine, Cottonelle, Neutrogena, Depend, Tylenol, Kleenex, Johnson's Baby, Kotex and Scott.

Under the merger terms, each Kenvue share was converted into 0.14625 shares of Kimberly-Clark common stock plus $3.50 in cash, without interest.

Kimberly-Clark delivered or has an obligation to deliver about 281,060,840 shares of its common stock in the aggregate for Kenvue shares outstanding before the merger.

Kenvue shares traded on the New York Stock Exchange under the symbol KVUE until the market opened on Nov. 2, when trading ceased.

Kenvue equity awards were converted into Kimberly-Clark awards on equivalent terms. Performance stock units were converted into time-vesting restricted stock units.

The company said it reaffirmed run-rate synergies of about $2.1 billion. The figure includes about $1.9 billion in cost synergies, captured in the first three years after close.

Revenue synergies are expected to add about $500 million in incremental profit, partly offset by about $300 million in reinvestment, within four years after close.

Separately, the board approved the Kenvue Integration Program on Oct. 30. The program is intended to achieve operating profit synergies by 2030.

Actions under the program began Nov. 2 and are expected to be completed by Dec. 31, 2029.

The company expects cumulative pre-tax charges of about $3.1 billion under the program. Of that, about $2.5 billion is cash and $0.6 billion is non-cash.

Cash charges are primarily tied to supply chain network optimization, about $0.8 billion, and enterprise resource planning and technology integration, about $0.6 billion. Workforce optimization is expected at about $0.4 billion.

Advisory services are expected at about $0.4 billion. Program management and other restructuring and integration costs are expected at about $0.3 billion.

Kimberly-Clark also expects to spend about $1.4 billion in capital related to the program through Dec. 31, 2029.

The company said actual results may differ from current expectations. It may also incur other charges or cash expenditures not currently contemplated.

The company will operate four segments. North America generates about $18.0 billion in annual sales, Asia Pacific Focus Markets about $4.3 billion, and Europe, Middle East and Africa about $5.0 billion.

Enterprise Markets, which includes Latin America, India, Southeast Asia and Japan, generates about $4.3 billion. These figures are based on combined fiscal 2025 net sales, recast to reflect the new structure.

Three Kenvue directors joined the Kimberly-Clark board at the first effective time: Richard E. Allison Jr., Larry J. Merlo and Kirk L. Perry. The board now has 13 directors.

Mae C. Jemison, Christa S. Quarles and Jaime A. Ramirez stepped down from the board at the close.

Chairman and Chief Executive Officer Mike Hsu said, “Our focus now is to move with speed and purpose to unlock the full potential of this combination.”