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Medtronic plc 8-K Report, Material Agreement (Sep 29, 2025)

Filed September 29, 2025For Securities:MDT

Summary

Medtronic plc (MDT) has filed an 8-K report detailing a significant debt offering and the redemption of existing notes. On September 29, 2025, an indirect wholly owned subsidiary, Medtronic, Inc., successfully issued €1.5 billion in aggregate principal amount of senior notes, split between 2.950% Senior Notes due 2030 and 4.200% Senior Notes due 2045. These new notes are fully and unconditionally guaranteed by Medtronic Global Holdings S.C.A. and Medtronic plc. The primary purpose of this offering is to refinance existing debt. Medtronic, Inc. expects to use the net proceeds of approximately €1.49 billion to repay Medtronic Luxco's 0.000% Senior Notes due 2025 and its 2.625% Senior Notes due 2025. Concurrently, Medtronic Luxco has redeemed all outstanding €500 million of its 2.625% Senior Notes due 2025, with this redemption being contingent on the successful completion of the new notes issuance. This strategic debt management indicates Medtronic's effort to optimize its capital structure and extend its debt maturity profile.

Key Highlights

  • 1Issuance of €1.5 billion in new senior notes: €750 million of 2.950% Senior Notes due 2030 and €750 million of 4.200% Senior Notes due 2045.
  • 2Net proceeds from the offering are approximately €1.49 billion, intended for debt repayment.
  • 3Repayment of €500 million in Medtronic Luxco's 2.625% Senior Notes due 2025, with the redemption being conditional on the new notes issuance.
  • 4New notes are guaranteed by Medtronic Global Holdings S.C.A. and Medtronic plc.
  • 5The notes are unsecured senior obligations of Medtronic, Inc. and rank equally with existing unsecured senior indebtedness.
  • 6The new notes have been approved for listing on the New York Stock Exchange, indicating market accessibility.
  • 7The offering aims to refinance maturing debt and potentially optimize the company's interest expense and debt maturity profile.

Frequently Asked Questions

The main purpose of this debt issuance is to refinance maturing debt. Medtronic plans to use the proceeds to repay Medtronic Luxco's 0.000% Senior Notes due 2025 and its 2.625% Senior Notes due 2025. This also coincides with the redemption of Medtronic Luxco's €500 million 2.625% Senior Notes due 2025.

Medtronic issued €750 million of 2.950% Senior Notes due October 15, 2030, and €750 million of 4.200% Senior Notes due October 15, 2045.

Medtronic expects to receive approximately €1.49 billion in net proceeds from the offering. These funds are earmarked for repaying specific maturing senior notes from Medtronic Luxco.

The new notes are general unsecured senior obligations of Medtronic, Inc. They rank equally in right of payment with Medtronic, Inc.'s other existing and future unsecured senior indebtedness. The guarantees from Medtronic plc and Medtronic Luxco also rank equally with their respective unsecured senior indebtedness.