DUBLIN - September 1, 2015 -
Medtronic plc (the "Company") (NYSE: MDT) today announced the final
results of its exchange offers (the "exchange offers") with respect
to:
(i) up to
$500,000,000 aggregate principal amount of outstanding Floating
Rate Senior Notes due March 15, 2020 issued by Medtronic, Inc.
("Medtronic, Inc."), together with the subsequent full and
unconditional guarantees of such notes by the Company and Medtronic
Global Holdings S.C.A. ("Medtronic Luxco" and, together with the
Company, the "guarantors," and such notes together with such
guarantees, the "original floating rate notes"), for a like
principal amount of Floating Rate Senior Notes due March 15, 2020,
issued by Medtronic, Inc. and guaranteed by the guarantors, which
have been registered under the Securities (the "exchange floating
rate notes");
(ii) up to
$1,000,000,000 aggregate principal amount of outstanding 1.500%
Senior Notes due March 15, 2018 issued by Medtronic, Inc. together
with the subsequent full and unconditional guarantees of such notes
by the guarantors (such notes together with such guarantees, the
"original 2018 notes") for a like principal amount of 1.500% Senior
Notes due March 15, 2018, issued by Medtronic, Inc. and guaranteed
by the guarantors, which have been registered under the Securities
Act (the "exchange 2018 notes");
(iii) up to
$2,500,000,000 aggregate principal amount of outstanding 2.500%
Senior Notes due March 15, 2020 issued by Medtronic, Inc. together
with the subsequent full and unconditional guarantees of such notes
by the guarantors (such notes together with such guarantees, the
"original 2020 notes") for a like principal amount of 2.500% Senior
Notes due March 15, 2020, issued by Medtronic, Inc. and guaranteed
by the guarantors, which have been registered under the Securities
Act (the "exchange 2020 notes");
(iv) up to
$2,500,000,000 aggregate principal amount of outstanding 3.150%
Senior Notes due March 15, 2022 issued by Medtronic, Inc. together
with the subsequent full and unconditional guarantees of such notes
by the guarantors (such notes together with such guarantees, the
"original 2022 notes") for a like principal amount of 3.150% Senior
Notes due March 15, 2022, issued by Medtronic, Inc. and guaranteed
by the guarantors, which have been registered under the Securities
Act (the "exchange 2022 notes");
(v) up to
$4,000,000,000 aggregate principal amount of outstanding 3.500%
Senior Notes due March 15, 2025 issued by Medtronic, Inc. together
with the subsequent full and unconditional guarantees of such notes
by the guarantors (such notes together with such guarantees, the
"original 2025 notes") for a like principal amount of 3.500% Senior
Notes due March 15, 2025, issued by Medtronic, Inc. and guaranteed
by the guarantors, which have been registered under the Securities
Act (the "exchange 2025 notes");
(vi) up to
$2,500,000,000 aggregate principal amount of outstanding 4.375%
Senior Notes due March 15, 2035 issued by Medtronic, Inc. together
with the subsequent full and unconditional guarantees of such notes
by the guarantors (such notes together with such guarantees, the
"original 2035 notes") for a like principal amount of 4.375% Senior
Notes due March 15, 2035, issued by Medtronic, Inc. and guaranteed
by the guarantors, which have been registered under the Securities
(the "exchange 2035 notes"); and
(vii) up to
$4,000,000,000 aggregate principal amount of outstanding 4.625%
Senior Notes due March 15, 2045 issued by Medtronic, Inc. together
with the subsequent full and unconditional guarantees of such notes
by the guarantors (such notes together with such guarantees, the
"original 2045 notes" and, together with the original floating rate
notes, original 2018 notes, original 2020 notes, original 2022
notes, original 2025 notes, and original 2035 notes, the "original
notes") for a like principal amount of 4.625% Senior Notes due
March 15, 2045, issued by Medtronic, Inc. and guaranteed by the
guarantors, which have been registered under the Securities Act
(the "exchange 2045 notes" and, together with the exchange floating
rate notes, exchange 2018 notes, exchange 2020 notes, exchange 2022
notes, exchange 2025 notes, and exchange 2035 notes, the "exchange
notes").
The exchange offers commenced on August 4, 2015
and expired at 11:59 p.m., New York City time, on August 31,
2015.
Wells Fargo Bank, National Association, acting as
exchange agent for the exchange offers, advised the Company
that:
(i)
$495,000,000 of the $500,000,000 aggregate principal amount of the
original floating rate notes have been validly tendered for
exchange, representing 99.000% of the principal amount of the
outstanding original floating rate notes;
(ii)
$999,800,000 of the $1,000,000,000 aggregate principal amount of
the original 2018 notes have been validly tendered for exchange,
representing 99.980% of the principal amount of the outstanding
original 2018 notes;
(iii)
$2,368,955,000 of the $2,500,000,000 aggregate principal amount of
the original 2020 notes have been validly tendered for exchange,
representing 94.758% of the principal amount of the outstanding
original 2020 notes;
(iv)
$2,494,335,000 of the $2,500,000,000 aggregate principal amount of
the original 2022 notes have been validly tendered for exchange,
representing 99.773% of the principal amount of the outstanding
original 2022 notes;
(v)
$3,979,850,000 of the $4,000,000,000 aggregate principal amount of
the original 2025 notes have been validly tendered for exchange,
representing 99.496% of the principal amount of the outstanding
original 2025 notes;
(vi)
$2,499,000,000 of the $2,500,000,000 aggregate principal amount of
the original 2035 notes have been validly tendered for exchange,
representing 99.960% of the principal amount of the outstanding
original 2035 notes; and
(vii)
$3,995,189,000 of the $4,000,000,000 aggregate principal amount of
the original 2045 notes have been validly tendered for exchange,
representing 99.880% of the principal amount of the outstanding
original 2045 notes.
In accordance with the terms of the exchange
offers, the Company has accepted all of the original notes validly
tendered and not withdrawn.
This announcement does not constitute an offer to
purchase any securities or the solicitation of an offer to sell any
securities. The exchange offer was made only pursuant to the
prospectus dated August 4, 2015 and the related letter of
transmittal and only to such persons and in such jurisdictions as
is permitted under applicable law.
About Medtronic
Medtronic plc (www.medtronic.com), headquartered in Dublin,
Ireland, is the global leader in medical technology - alleviating
pain, restoring health and extending life for millions of people
around the world.
This press release contains
forward-looking statements, which are statements other than
statements of historical fact, relating to Medtronic plc,
Medtronic, Inc. and Medtronic Global Holdings S.C.A. Such
forward looking statements are subject to risks and uncertainties,
such as competitive factors, difficulties and delays inherent in
the development, manufacturing, marketing and sale of medical
products, government regulation and general economic conditions and
other risks and uncertainties described in Medtronic plc's periodic
reports on file with the U.S. Securities and Exchange Commission
and described in and incorporated by reference into the
Registration Statement on Form S-4 of Medtronic plc, Medtronic,
Inc. and Medtronic Global Holdings S.C.A., as filed with the U.S.
Securities and Exchange Commission, relating to the exchange
offers. Actual results may differ materially from anticipated
results. None of Medtronic plc, Medtronic, Inc. or Medtronic Global
Holdings S.C.A. undertakes to update its forward-looking statements
or any of the information contained in this press release, even in
the event that the information becomes materially
inaccurate.
Contacts:
Cindy Resman
Public Relations
+1-763-505-0291
Ryan Weispfenning
Investor Relations
+1-763-505-4626
This
announcement is distributed by NASDAQ OMX Corporate Solutions on
behalf of NASDAQ OMX Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the
information contained therein.
Source: Medtronic plc via Globenewswire
HUG#1949136
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