Medtronic Launches Exchange Offer to Finalize MiniMed Split

Under the terms of the offer, investors can exchange Medtronic shares for MiniMed common stock at a 7% discount. The transaction is structured to be generally tax-free for U.S. federal income tax purposes, provided specific conditions are met. Medtronic CEO Geoff Martha stated that the separation will allow the parent company to sharpen its capital allocation toward its cardiovascular, neuroscience, and surgical portfolios, while providing MiniMed the autonomy to pursue its own innovation pipeline.

The exchange offer covers up to 225,361,295 shares of MiniMed common stock. If the offer is oversubscribed, Medtronic holds the option to divest its entire remaining interest by exchanging an additional 27,452,053 shares. The final exchange ratio will be determined based on volume-weighted average prices during a three-day period ending October 7, 2026. Goldman Sachs & Co. LLC and BofA Securities are serving as dealer managers for the process, which is expected to conclude by October 9, 2026, barring any extensions.