EU clears Kimberly-Clark US$40B Kenvue deal pending feminine hygiene divestments

The European Commission (EC) has approved Kimberly-Clark’s US$40 billion Kenvue acquisition following the beauty giant’s agreement to divest brands in the region. With the move, Kimberly-Clark has offered to offload all of its tampon and other feminine hygiene brands in the European Economic Area (EEA), effectively pulling out of the market in the region.

The brands covered by the divestment are Kotex — including its sub-brand Lidie — Camelia, and Record. It also includes intellectual property rights, know-how, and associated key employees and relationships.

The EC states that these commitments “fully address the competition concerns identified by the commission by removing the horizontal overlap between the companies’ activities in the EEA.”

Parallel to its green light of the Kimberly-Clark Kenvue acquisition on Tuesday, the EC also approved Turkish consumer goods distributor Dilek Gida Üretim’s purchase of the divested brands. The EC states that Dilek possesses the financial resources to maintain and develop the divested business. Furthermore, the FMCG is said to maintain the expertise to operate the business as a “viable and active competitive force.”

“One of the issues that concerns many women is the price of feminine hygiene products. These are essential products that women cannot do without,” says Teresa Ribera, executive VP for Clean, Just and Competitive Transition at the EC.

“That is why, when assessing Kimberly-Clark’s acquisition of Kenvue, we paid particular attention to the risk of reduced competition in the tampon markets in Czechia, Estonia, and Slovakia. Kimberly-Clark’s commitment to divest its feminine hygiene brands, including Kotex, Camelia, and Record, will preserve competition, choice, and affordable prices for women.”

The approval is conditional upon full compliance with the commitments offered by Kimberly-Clark.

The EU deal requires Kimberly-Clark to divest feminine hygiene brands across the EEA. 

Successful solicitations and regional potential 

Also on Tuesday, Kimberly-Clark announced that its consent solicitations for Kenvue notes and the amendment to the terms of exchange offers were successful. The company stated that the requisite number of consents has been received to adopt certain proposed amendments with respect to all outstanding notes of Kenvue.

Depending on the bond series, approximately 74% to 98% of the outstanding principal was tendered by Kimberly-Clark’s early participation deadline. The move is aimed at aligning the companies’ financing structures ahead of the merger.

The consent solicitations refer to Kimberly-Clark’s offer of an exchange of up to US$7 billion in new Kimberly-Clark debt securities and cash to Kenvue note holders, late last month.

The moves together paint a promising picture for Kimberly-Clark’s potential — and increasingly likely — acquisition of Kenvue. If completed, the merger would signify one of the largest transactions in personal care globally. 

Kimberly-Clark’s divestments also stand to bolster Turkey’s growing positioning in the personal care hygiene market as Dilek moves to purchase the brands, enabling their supply to the EEA.

Last week, Personal Care Insights spoke to a representative from Turkish specialty ingredients company, Kale Care Chemicals, about the country’s strategic geographic positioning for the manufacturing and supply of personal care ingredients.