Medtronic completes MiniMed share exchange, exits stake fully

Medtronic plc (NYSE: MDT) announced the final results of its exchange offer involving MiniMed Group, Inc. (Nasdaq: MMED), in which Medtronic offered its shareholders shares of MiniMed common stock in exchange for Medtronic ordinary shares.

The exchange offer, which expired at midnight New York City time on October 9, 2026, was oversubscribed. Medtronic exchanged its entire remaining interest in MiniMed, totaling 252,813,348 shares of MiniMed common stock, for 55,032,401 Medtronic ordinary shares. Following the completion of the transaction, Medtronic holds no remaining shares of MiniMed common stock.

According to the final count by exchange agent Equiniti Trust Company, LLC, a total of 297,521,390 Medtronic ordinary shares were validly tendered and not withdrawn. Of those, 296,763,500 shares were subject to proration, while 757,890 shares were tendered by "odd-lot" holders — shareholders owning fewer than 100 shares — and were not subject to proration. A final proration factor of 18.289133% was applied to all other validly tendered shares, resulting in 55,032,401 total Medtronic ordinary shares accepted.

Medtronic ordinary shares tendered but not accepted will be returned to shareholders in book-entry form. Newly issued MiniMed shares will be credited to accounts of tendering shareholders whose Medtronic shares were accepted. Fractional MiniMed shares will be aggregated, sold in the open market, and distributed as cash.

Goldman Sachs & Co. LLC and BofA Securities, Inc. served as dealer managers for the exchange offer.

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