Kenvue to file S-4 registration statement in connection with JNJ exchange offer

Kenvue (KVUE) announced that it intends to file a Form S-4 Registration Statement with the SEC in connection with Johnson & Johnson’s (JNJ) proposed offer to exchange up to 1,533,830,450 shares of Kenvue common stock that it owns, representing 80.1% of the total outstanding shares of Kenvue common stock, for outstanding shares of Johnson & Johnson common stock. In the exchange offer, Johnson & Johnson shareholders will have the opportunity to exchange all, some, or none of their shares of Johnson & Johnson common stock for shares of Kenvue common stock, subject to the terms of the offer. Johnson & Johnson currently owns approximately 89.6% of the total outstanding shares of Kenvue common stock. If the exchange offer is effectuated, Johnson & Johnson will no longer be the controlling shareholder of Kenvue, and Kenvue will operate as a separate and fully independent company.