01—Abstract
Summary
Summary of the 8-K filed May 22, 2025. Cited figures are marked; the original filing is the authoritative source.
On May 22, 2025, Kenvue Inc. closed its previously announced underwritten public offering of $750,000,000a aggregate principal amount of its 4.850% Senior Notes due 2032.
The Notes were issued under a base indenture dated March 22, 2023 with Deutsche Bank Trust Company Americas as trustee, as supplemented by a second supplemental indenture dated May 22, 2025. The Company intends to use the net proceeds for general corporate purposes. The Notes bear interest at 4.850%b per annum, payable semi-annually on May 22 and November 22, beginning November 22, 2025, to holders of record on the preceding May 7 and November 7.
They mature on May 22, 2032, and the Company may redeem them in whole or in part at any time prior to maturity as described in the Indenture. The Indenture limits the Company and certain subsidiaries from creating liens, entering into sale-leaseback transactions, and merging or consolidating with other companies, or selling, leasing or conveying substantially all assets, subject to specified exceptions.
The filing also lists a legal opinion from Cravath, Swaine & Moore LLP (Exhibit 5.1) and the cover page in Inline XBRL. The filing directs readers to the Company's SEC filings for a description of risks and uncertainties, and states that the Company undertakes no obligation to update forward-looking statements.
02—Key points
Key Highlights
- Closed the underwritten public offering of $750,000,000 aggregate principal amount of 4.850% Senior Notes due 2032 on May 22, 2025
- Notes mature May 22, 2032, with interest payable semi-annually on May 22 and November 22, starting November 22, 2025
- Net proceeds are intended for general corporate purposes
- Issued under a base indenture dated March 22, 2023 and a second supplemental indenture dated May 22, 2025, with Deutsche Bank Trust Company Americas as trustee
- Indenture limits liens, sale-leaseback transactions, mergers or consolidations, and sales of substantially all assets, subject to exceptions
- Company may redeem the Notes in whole or in part before maturity as set out in the Indenture
- Filing includes a legal opinion from Cravath, Swaine & Moore LLP (Exhibit 5.1)
03—Questions
Frequently Asked Questions
How much debt did Kenvue issue and at what rate?
Kenvue issued $750,000,000 aggregate principal amount of 4.850% Senior Notes due 2032, closing the offering on May 22, 2025.
When do the Notes mature and when are interest payments due?
The Notes mature on May 22, 2032. Interest is payable semi-annually on May 22 and November 22, beginning November 22, 2025, to registered holders on the preceding May 7 and November 7.
What will Kenvue do with the proceeds?
The Company intends to use the net proceeds from the offering for general corporate purposes.
What restrictions does the Indenture place on Kenvue?
The Indenture limits the Company and certain subsidiaries from creating liens, entering into sale-leaseback transactions, merging or consolidating with other companies, and selling, leasing or conveying substantially all assets, subject to certain exceptions and qualifications.
Can Kenvue redeem the Notes early?
Yes. The Company may redeem the Notes, at its option, in whole or in part, at any time and from time to time before maturity, as described in the Indenture.
04—Continue