Sarah W.
Colangelo

On November 3, 2025, Kenvue Inc. (“Kenvue”), a global consumer health leader, and Kimberly‑Clark Corporation (“Kimberly‑Clark”), a global personal care leader, announced an agreement under which Kimberly‑Clark will acquire all of the outstanding shares of Kenvue common stock in a cash and stock transaction that values Kenvue at an enterprise value of approximately $48.7 billion, based on the closing price of Kimberly‑Clark common stock on October 31, 2025. Under the terms of the agreement, which has been unanimously approved by each company’s Board of Directors, Kenvue shareholders will receive $3.50 per share in cash as well as 0.14625 Kimberly‑Clark shares for each Kenvue share held at closing. Upon closing of the transaction, current Kenvue shareholders are expected to own approximately 46% and current Kimberly‑Clark shareholders are expected to own approximately 54% of the combined company on a fully diluted basis. Cravath is representing Kenvue in connection with the transaction.

On October 2, 2025, Occidental, an international energy company, and Berkshire Hathaway announced a definitive agreement for Berkshire Hathaway to acquire Occidental’s chemical business, OxyChem, in an all‑cash transaction for $9.7 billion, subject to customary purchase price adjustments. Cravath is representing Occidental in connection with the transaction.

On October 1, 2025, global agricultural technology leader Corteva announced that its Board of Directors has unanimously approved a plan to separate the company into two independent, publicly traded companies, one comprising its current Crop Protection business (“New Corteva”) and the other comprising its current Seed business (“SpinCo”). 2025 net sales attributable to New Corteva are estimated to total $7.8 billion, representing 44% of net sales for Corteva; 2025 net sales attributable to SpinCo are estimated to total $9.9 billion, representing 56% of net sales for Corteva. The separation is expected to be effected through a spin‑off of SpinCo that is intended to qualify as a tax‑free transaction for U.S. federal tax purposes to Corteva shareholders. Cravath is representing Corteva in connection with the transaction.

On August 29, 2025, PepsiCo, Inc. (“PepsiCo”) and Celsius Holdings, Inc. (“Celsius Holdings”) announced an agreement to strengthen their long-term strategic partnership. As part of the agreement, (i) Celsius Holdings’ Alani Nu brand will move to the PepsiCo distribution system in the U.S. and Canada, (ii) PepsiCo has acquired $585 million in newly issued convertible 5% preferred stock while extending its existing preferred stock to the same conversion period and (iii) Celsius Holdings has acquired the Rockstar Energy brand in the U.S. and Canada from PepsiCo. PepsiCo will continue to own the Rockstar brand internationally. Celsius Holdings will become the strategic energy lead in the U.S., managing the Celsius, Alani Nu and Rockstar Energy brands, while PepsiCo will lead distribution for the Celsius Holdings portfolio in the U.S. and Canada. Cravath is representing PepsiCo in connection with the transaction.

On August 4, 2025, Martin Marietta Materials, Inc. (“Martin Marietta”) announced that it has entered into a definitive agreement with Quikrete Holdings, Inc. (“Quikrete”) for the exchange of certain assets. Under the terms of the agreement, Martin Marietta will receive aggregates operations producing approximately 20 million tons annually in Virginia, Missouri, Kansas and Vancouver, British Columbia, as well as $450 million of cash. In exchange, Quikrete will receive Martin Marietta’s Midlothian cement plant, related cement terminals and North Texas ready‑mixed concrete assets.