"Kimberly-Clark to Acquire Kenvue in $48.7 Billion Cash and Stock Deal"

Cravath, Swaine & Moore LLP represented Kenvue Inc. in connection with the transaction, while Kimberly‑Clark Corporation was advised by its own legal counsel. On November 3, 2025, Kenvue Inc., a global consumer health leader, and Kimberly‑Clark Corporation, a global personal care leader, announced an agreement under which Kimberly‑Clark will acquire all of the outstanding shares of Kenvue common stock in a cash and stock transaction. The deal values Kenvue at an enterprise value of approximately $48.7 billion, based on the closing price of Kimberly‑Clark common stock on October 31, 2025. Under the terms of the agreement, Kenvue shareholders will receive $3.50 per share in cash and 0.14625 Kimberly‑Clark shares for each Kenvue share held at closing. Upon completion of the transaction, current Kenvue shareholders are expected to own approximately 46% and current Kimberly‑Clark shareholders approximately 54% of the combined company on a fully diluted basis. The agreement was unanimously approved by the Boards of Directors of both companies. The Cravath team representing Kenvue was led by partners Robert I. Townsend III, George F. Schoen, Michael E. Mariani, and Jin Kyu Baek on M&A matters, and included of counsel Patrick S. Taylor and associates Mariel V. Mok, Colin L. Halvey, Mikayla L. Harris, Weston James Barker, Nikita B. Patel, and Lynn Mei Chong on M&A matters; partners George E. Zobitz, Matthew M. Kelly, and Douglas Dolan and associate Nastassia Shcherbatsevich Li on financing matters; partner Ron Creamer and associate Jamie Hunter Lee on tax matters; partner Matthew J. Bobby, of counsel Sarah W. Colangelo, senior attorney Aaron S. Cha, and associates Caroline Wyatt and Keanna N. Joseph on executive compensation and benefits matters; partner Sasha Rosenthal‑Larrea and associate Yunhao (Leslie) Liu on intellectual property matters; partner Margaret T. Segall, of counsel John Foster Kendrick, and associate Timothy O’Neill on antitrust matters; partner Kimberley S. Drexler and associate Lyudmila D. Knorr on corporate governance matters; partner Matthew Morreale on environmental matters; and senior attorney Joyce Law and practice area attorney Brian M. Budnick on real estate matters. Additionally, Scarlett A. Neely worked on executive compensation and benefits matters, and Jack Weinert and Nilofar Vakili contributed to intellectual property matters.

"Kimberly-Clark to Acquire Kenvue in $48.7 Billion Cash and Stock Deal"

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