Latham & Watkins Advises on Kimberly-Clark Corporation’s US$7 Billion Exchange Offers and Consent Solicitations
Kimberly-Clark (KMB) launched a $7B exchange offer for Kenvue (KVUE) notes, issuing new notes and cash as part of its pending acquisition of Kenvue. Latham & Watkins advised the dealer managers on the transaction.
How this was made

The 30-second read
Why it matters
The transaction creates a sizable new debt instrument for KMB and provides cash to Kenvue noteholders, likely influencing both companies' stock and bond markets.
Market read
First public disclosure of a $7 B exchange offer that could reshape the capital structures of both firms.
What to watch
Potential tax benefits and the impact on Kenvue's credit rating are not detailed.
Background
The article details Latham & Watkins' advisory role in structuring the exchange offer between Kimberly‑Clark and Kenvue.
Ticker impact
Kimberly‑Clark announced a $7 billion exchange offer for Kenvue notes, creating new debt and cash financing.
likely downward pressure as investors price in higher debt load
Large $7 B note exchange introduces significant new liabilities; market typically reacts negatively to added leverage.
Kenvue is the target of the exchange offer, with its outstanding notes being swapped for new Kimberly‑Clark notes and cash.
potential modest upside as noteholders receive cash and new notes
Cash component and restructuring of debt can be viewed favorably, though impact is limited to note market.
Market effects
May affect consumer‑goods sector sentiment as a large cap adds significant debt.
U.S. market focus; limited regional spillover.
Modest, confined to the two companies involved.
Counterpoint
If the new notes are issued at favorable rates, the financing could be seen as a strategic move, supporting KMB's long‑term growth.
Key entities
- companyKimberly‑Clark Corporation
U.S. consumer‑goods maker issuing new notes.
- companyKenvue Inc.
Parent of consumer‑health brands, issuer of the notes being exchanged.


