v3.26.1
Discontinued Operations
6 Months Ended
Jun. 30, 2026
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations Discontinued Operations
As disclosed in Note 1, on June 5, 2025, we announced the sale of a controlling equity interest in a newly formed Joint Venture comprised of our IFP Business. At the time of closing, Buyer will acquire a 51% interest in the Joint Venture for a purchase price of approximately $1.7 billion, subject to certain post-closing adjustments set forth in the Purchase Agreement. We will retain a 49% equity interest in the Joint Venture which we expect will initially be recorded at fair value and subsequently accounted for using the equity method of accounting. On July 1, 2026, subsequent to the quarter ended June 30, 2026, all consultation requirements and customary closing conditions set forth in the Purchase Agreement were satisfied and the IFP Transaction was completed. See Note 11 for further details.
On June 26, 2026, Fampro Tissue Finance Co Limited (“Fampro”) entered into a facilities agreement (the “Facilities Agreement”) with FamPro Tissue Holdings B.V., as the original guarantor, Banco Bilbao Vizcaya Argentaria, S.A. New York Branch, Bank of America, N.A., London Branch, BNP Paribas and J.P. Morgan Securities plc, as mandated lead arrangers, bookrunners and global coordinators and the others lenders party thereto, that provides for (i) EUR 1,170 million of senior unsecured term loans (the “IFP Term Loan Facility”) and (ii) a EUR 260 million senior unsecured revolving credit facility (the “IFP Revolving Credit Facility”). The IFP Term Loan Facility matures in June 2031 and the IFP Revolving Credit Facility matures in June 2031 with two one-year extensions subject to consent of the lenders.
Borrowings under the IFP Term Loan Facility and the IFP Revolving Credit Facility will bear interest at a rate equal to EURIBOR (subject to a floor of 0.00%) plus an applicable margin. The applicable margin for the IFP Term Loan Facility will range from 0.95% to 1.90% depending on our credit rating and is initially 1.15%. The applicable margin for the IFP Revolving Credit Facility will range from 0.65% to 1.6% depending on credit rating and is initially 0.85%.
On June 29, 2026, the Company borrowed approximately $1.3 billion under the IFP Term Loan Facility. In connection with the closing of the IFP Transaction, the obligations under the Facilities Agreement were transferred to the Joint Venture and as a result, the obligations are non-recourse to Kimberly-Clark.
Financial Information of Discontinued Operations
The following table presents the components of Income (Loss) from Discontinued Operations, Net of Income Taxes:
Three Months Ended
June 30
Six Months Ended
June 30
2026202520262025
Net Sales$802 $802 $1,642 $1,588 
Cost of products sold565 592 1,151 1,154 
Gross Profit237 210 491 434 
Marketing, research and general expenses165 108 281 194 
Other (income) and expense, net2 2 
Operating Profit70 100 208 238 
Nonoperating expense  — 
Income from discontinued operations before income taxes70 101 208 238 
Provision for income taxes(130)(33)(167)(67)
Income (Loss) from Discontinued Operations, Net of Income Taxes$(60)$68 $41 $171 
As a result of the IFP Transaction, we incurred separation costs of $72 and $104 for the three and six months ended June 30, 2026, respectively, and $33 for the three and six months ended June 30, 2025, which are included in the reported amounts above. These costs were primarily related to external advisory, legal, accounting, contractor and other incremental costs directly related to the IFP Transaction.
The Provision for income taxes for the three and six months ended June 30, 2026 includes incremental net tax charges relating to the impacts from an intercompany intellectual property transaction and reorganization activities completed in connection with the IFP Transaction.
The following table presents significant non-cash items and capital expenditures of discontinued operations:
Three Months Ended
June 30
Six Months Ended
June 30
2026202520262025
Depreciation and Amortization$ $28 $ $68 
Capital Spending67 21 81 46 
The following table presents the components of assets and liabilities classified as discontinued operations:
June 30, 2026December 31, 2025
Assets
Cash and cash equivalents$407 $13 
Accounts receivable, net497 302 
Inventories408 383 
Other current assets53 22 
Current Assets of Discontinued Operations$1,365 $720 
Property, Plant and Equipment, Net$1,506 $1,425 
Goodwill180 179 
Other Intangible Assets, Net6 
Other Assets239 94 
Non-current Assets of Discontinued Operations$1,931 $1,705 
Liabilities
Debt payable within one year$8 $
Trade accounts payable533 500 
Accrued expenses and other current liabilities340 236 
Current Liabilities of Discontinued Operations$881 $740 
Long-Term Debt$1,357 $18 
Non-current Employee Benefits19 18 
Deferred Income Taxes76 32 
Other Liabilities88 83 
Non-current Liabilities of Discontinued Operations$1,540 $151 
Joint Venture Agreement and Ancillary Agreements
Upon the closing, K-C, Buyer and the Joint Venture will enter into a joint venture agreement (the "JVA"), which will set forth provisions relating to, among other things, the governance of the Joint Venture following closing, transfer restrictions with respect to the parties’ interests in the Joint Venture, and the option of Buyer to purchase K-C's equity interests in the Joint Venture. We will also enter into certain ancillary agreements including intellectual property rights, transition services agreements (the "TSA") and transitional supply arrangements (the "Supply Agreements"). Pursuant to the TSA, K-C will provide certain services to the Joint Venture, on an interim, transitional basis from and after the closing for an initial duration of 18 months, with certain extension rights provided therein. Pursuant to the Supply Agreements, K-C will manufacture and supply certain products to the Joint Venture and, similarly, the Joint Venture will manufacture and supply certain products to K-C for a period of up to 36 months following the closing with certain extension rights provided therein.