Kenvue $7.75 billion senior notes offering 

Davis Polk advised the representatives of the several initial purchasers in connection with the Rule 144A / Regulation S offering by Kenvue Inc. of $750 million aggregate principal amount of its 5.500% senior notes due 2025, $750 million aggregate principal amount of its 5.350% senior notes due 2026, $1 billion aggregate principal amount of its 5.050% senior notes due 2028, $1 billion aggregate principal amount of its 5.000% senior notes due 2030, $1.25 billion aggregate principal amount of its 4.900% senior notes due 2033, $750 million aggregate principal amount of its 5.100% senior notes due 2043, $1.5 billion aggregate principal amount of its 5.050% senior notes due 2053 and $750 million aggregate principal amount of its 5.200% senior notes due 2063. The notes will be guaranteed by Johnson & Johnson until the completion of the previously announced transfer of Johnson & Johnson’s Consumer Health business to Kenvue and Kenvue having registered equity securities.

Kenvue is the world’s largest pure-play consumer health company by revenue with $15.0 billion in net sales in 2022. Kenvue combines the power of science with meaningful human insights and digital-first capabilities, empowering approximately 1.2 billion people to live healthier lives every day. Kenvue’s differentiated portfolio of iconic brands – including Tylenol, Neutrogena, Listerine, Johnson’s, Band-Aid, Aveeno, Zyrtec and Nicorette – is built for moments that uniquely matter to its consumers.

The Davis Polk capital markets team included partners John B. Meade and Roshni Banker Cariello and associates Jacqueline Marino, Kerim K. Aksoy and Jenny Li. The tax team included partner William A. Curran. Partner Matthew J. Bacal provided intellectual property advice. Counsel David A. Zilberberg provided environmental advice. Partner Kyoko Takahashi Lin provided executive compensation advice. Counsel Charles Shi provided ERISA advice. All members of the Davis Polk team are based in the New York office.