|Medtronic Announces Pricing of $2 Billion of Senior Notes|
DUBLIN - March 21, 2017 - Medtronic plc (NYSE: MDT) announced today that its wholly-owned subsidiary, Medtronic Global Holdings S.C.A. ("Medtronic Luxco"), has priced an offering of $1,000,000,000 principal amount of 1.700 percent senior notes due 2019 and $850,000,000 principal amount of 3.350 percent senior notes due 2027 (collectively, the "notes"). All of Medtronic Luxco's obligations under the notes will be fully and unconditionally guaranteed by Medtronic plc and Medtronic, Inc., a wholly-owned indirect subsidiary of Medtronic Luxco, on a senior unsecured basis.
Medtronic also announced today that, concurrently with the offering by Medtronic Luxco, Medtronic, Inc. has priced an offering of $150,000,000 in principal amount of its 4.625 percent Senior Notes due 2045 (the "reopening notes"). The reopening notes will be a further issuance of, and will form a single series with, the $4,000,000,000 principal amount of Medtronic, Inc.'s currently outstanding 4.625 percent Senior Notes due 2045, and will be fully and unconditionally guaranteed by Medtronic Luxco and Medtronic plc on a senior unsecured basis. The offerings of the notes and the reopening notes are each being conducted pursuant to an effective registration statement under the Securities Act of 1933, as amended (the "Securities Act").
The net proceeds of the offerings will be used for general corporate purposes. The offerings are expected to close on March 28, 2017, subject to customary closing conditions.
The joint book-running managers for the offerings are Citigroup Global Markets Inc., Goldman, Sachs & Co., Morgan Stanley & Co. LLC and Wells Fargo Securities, LLC. The co-managers for the offerings are BNP Paribas Securities Corp., Deutsche Bank Securities Inc., HSBC Securities (USA) Inc. and Mizuho Securities USA Inc.
The offerings of the notes and the reopening notes may be made only by means of a prospectus and prospectus supplement. You may get these documents for free by visiting EDGAR on the Securities and Exchange Commission ("SEC") website at www.sec.gov. Alternatively, copies of the prospectus and prospectus supplement for each offering may be obtained from 20 On Hatch, Lower Hatch Street Dublin 2, Ireland, or by contacting Citigroup Global Markets Inc., toll-free at +1-800-831-9146, Goldman, Sachs & Co., toll-free at +1-866-471-2526 or Morgan Stanley & Co. LLC, toll-free at +1-866-718-1649.
You should pay particular attention to the important risk factors and cautionary statements referenced in the "Risk Factors" section of the prospectuses related to the offerings referenced above, as well as the risk factors and cautionary statements described in Medtronic plc's filings with the SEC, including the risk factors contained in each of Medtronic plc's most recent Quarterly Reports on Form 10-Q and Annual Report on Form 10-K. Medtronic plc does not undertake to update its forward-looking statements.