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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
_____________________________ 
FORM 8-K
 _____________________________ 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 17, 2021
 _____________________________ 
Medtronic Public Limited Company
(Exact Name of Registrant as Specified in its Charter)
  _____________________________ 
 
Ireland 1-36820 98-1183488
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)

20 On Hatch, Lower Hatch Street
Dublin 2, Ireland
(Address of principal executive offices)
+353 1 438-1700
(Registrant’s telephone number, including area code)
Not Applicable
Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))













Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
Ordinary Shares, $0.0001 par value per shareMDTNew York Stock Exchange
Floating Rate Senior Notes due 2021MDT/21New York Stock Exchange
0.00% Senior Notes due 2022MDT/22BNew York Stock Exchange
0.375% Senior Notes due 2023MDT/23BNew York Stock Exchange
0.000% Senior Notes due 2023
MDT/23CNew York Stock Exchange
0.25% Senior Notes due 2025MDT/25New York Stock Exchange
0.000% Senior Notes due 2025MDT/25ANew York Stock Exchange
1.125% Senior Notes due 2027MDT/27New York Stock Exchange
0.375% Senior Notes due 2028MDT/28New York Stock Exchange
1.625% Senior Notes due 2031MDT/31New York Stock Exchange
1.00% Senior Notes due 2031MDT/31ANew York Stock Exchange
0.750% Senior Notes due 2032MDT/32New York Stock Exchange
2.250% Senior Notes due 2039MDT/39ANew York Stock Exchange
1.50% Senior Notes due 2039MDT/39BNew York Stock Exchange
1.375% Senior Notes due 2040MDT/40ANew York Stock Exchange
1.75% Senior Notes due 2049MDT/49New York Stock Exchange
1.625% Senior Notes due 2050MDT/50New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.






Item 7.01
Regulation FD Disclosure
On February 17, 2021, Medtronic plc (the “Company”) issued a press release announcing its voluntary global recall of its Valiant Navion™ Thoracic Stent Graft System. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The Company is providing the following additional details related to its voluntary global recall of its Valiant Navion™ Thoracic Stent Graft System. Medtronic does not expect this voluntary global recall to have a material impact on its total company financials. The company’s Valiant Navion™ revenue, prior to this recall, represented less than 0.5% of total Company revenue.

As a substitute for the Valiant Navion™, Medtronic is working to ramp production of its previous generation product, the Valiant Captivia™ Thoracic Stent Graft System, over the coming weeks and resume selling this product in markets globally. The Company expects to have Valiant Captivia™ inventory available in most markets in late March or early April and expects to reach full production capacity in September.

The Company has booked a $19 million reserve to cover the estimated cost of scrapping its Valiant Navion™ inventory. This charge will appear in the company’s third quarter of fiscal year 2021 cost of products sold, which the company will report on February 23, 2021. The company does not expect to adjust its third quarter earnings for this charge.

While it is difficult to estimate the revenue impact of this global recall at this time, based on current assumptions, the Company estimates that its current quarter, the fourth quarter of fiscal year 2021, Aortic, Peripheral and Venous (APV) division revenue, which is reported within the Cardiac and Vascular Group, could be negatively affected by approximately $40 million. Similarly, based on current assumptions, the company also estimates that its APV revenue could be negatively affected by approximately $25 to $35 million per quarter in fiscal year 2022, decreasing through the fiscal year.

The information in this Item 7.01 of this Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which are subject to risks and uncertainties, including risks related to, the impact COVID-19 has had and is expected to continue to have on our business, operations and production, as well as demand for our offerings, and on our employees, medical professional and the healthcare system, communities in which we operate, and our financial results and condition, 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 the Company’s periodic reports on file with the U.S. Securities and Exchange Commission including the most recent Annual Report on Form 10-K of the Company, as filed with the U.S. Securities and Exchange Commission. In some cases, you can identify these statements by forward-looking words, such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “forecast,” “intend,” “looking ahead,” “may,” “plan,” “possible,” “potential,” “project,” “should,” “will,” and similar words or expressions, the negative or plural of such words or expressions and other comparable terminology. Actual results may differ materially from anticipated results. Medtronic does not undertake to update its forward-looking statements or any of the information contained in this Current Report on Form 8-K, including to reflect future events or circumstances.



Item 9.01Exhibits

Exhibit Number Description








SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
   MEDTRONIC PUBLIC LIMITED COMPANY
Date: February 17, 2021  By /s/ Karen L. Parkhill
   Karen L. Parkhill
   
Executive Vice President and Chief Financial Officer