XML 97 R16.htm IDEA: XBRL DOCUMENT v3.2.0.727
Financing Arrangements
12 Months Ended
Apr. 24, 2015
Debt Disclosure [Abstract]  
Financing Arrangements
Financing Arrangements
Short-term debt consisted of the following:
 
 
April 24, 2015
 
April 25, 2014
(in millions)
 
Payable
 
Payable
Capital lease obligations
 
$
16

 
$
14

Bank borrowings
 
303

 
337

3.000 percent five-year 2010 senior notes
 

 
1,250

2.625 percent five-year 2011 senior notes
 
500

 

4.750 percent ten-year 2005 senior notes
 
600

 

1.350 percent 2012 CIFSA senior notes
 
600

 

2.800 percent 2010 CIFSA senior notes
 
400

 

Interest rate swaps
 
10

 
12

Debt premium
 
5

 

Total Short-Term Borrowings
 
$
2,434

 
$
1,613


Commercial Paper On January 26, 2015, Medtronic Global Holdings S.C.A., an entity organized under the laws of Luxembourg (Medtronic Luxco), entered into various agreements pursuant to which Medtronic Luxco may issue unsecured commercial paper notes (the 2015 Commercial Paper Program) on a private placement basis up to a maximum aggregate amount outstanding at any time of $3.500 billion. The Company and Medtronic, Inc. have guaranteed the obligations of Medtronic Luxco under the 2015 Commercial Paper Program. In connection with entry into the 2015 Commercial Paper Program, Medtronic, Inc. and Covidien terminated their respective existing commercial paper programs. Medtronic, Inc's previous commercial paper program allowed a maximum aggregate amount outstanding at any time of $2.250 billion. No amounts were outstanding as of April 24, 2015.

During fiscal years 2015 and 2014, the weighted average original maturity of the commercial paper outstanding was approximately 52 and 53 days, respectively, and the weighted average interest rate was 0.13 percent and 0.09 percent, respectively. The issuance of commercial paper reduces the amount of credit available under the Company's existing line of credit.
Bank Borrowings Outstanding bank borrowings as of April 24, 2015 were short-term advances to certain non-U.S. subsidiaries under credit agreements with various banks. Bank borrowings consist primarily of borrowings at interest rates considered favorable by management ranging from 0.28% to 0.29% and the borrowing is a natural hedge of foreign currency and exchange exchange rate risk.
Line of Credit On January 26, 2015, the Company amended and restated its existing Credit Facility and entered into the Amended and Restated Credit Agreement (the Amended and Restated Revolving Credit Agreement), by and among Medtronic, Medtronic, Inc., Medtronic Luxco, the lenders from time to time party thereto and Bank of America, N.A., as administrative agent and issuing bank. The Amended and Restated Revolving Credit Agreement provides for a $3.500 billion Five Year Revolving Credit Facility ($3.500 billion Five Year Revolving Credit Facility) and provides the Company with the ability to increase its borrowing capacity by an additional $500 million at any time during the term of the agreement. At each anniversary date of the $3.500 billion Five Year Revolving Credit Facility, but not more than twice prior to the maturity date, the Company could also request a one-year extension of the maturity date. The Company, Medtronic Luxco, and Medtronic, Inc. guarantee the obligations under the Amended and Restated Revolving Credit Agreement. As of April 24, 2015, no amounts were outstanding on the committed line of credit.
Interest rates are determined by a pricing matrix, based on the Company’s long-term debt ratings, assigned by Standard & Poor’s Ratings Services and Moody’s Investors Service. Facility fees are payable on the Credit Facility and are determined in the same manner as the interest rates. The agreement also contains customary covenants, all of which the Company remains in compliance with as of April 24, 2015.
The Company had a $2.250 billion syndicated credit facility which was scheduled to expire on December 17, 2017 (Credit Facility). The Credit Facility provided backup funding for the commercial paper program. As of April 25, 2014, no amounts were outstanding on the committed line of credit.
Long-term debt consisted of the following:
 
 
 
April 24, 2015
 
April 25, 2014
(in millions, except interest rates)
Maturity by
Fiscal Year
 
Payable
 
Effective
Interest
Rate
 
Payable
 
 
Effective
Interest
Rate
4.750 percent ten-year 2005 senior notes
2016
 
$

 

 
$
600

 
 
4.76
%
2.625 percent five-year 2011 senior notes
2016
 

 

 
500

 
 
2.72
%
Floating rate three-year 2014 senior notes
2017
 
250

 
0.32
%
 
250

 
 
0.32
%
0.875 percent three-year 2014 senior notes
2017
 
250

 
0.91
%
 
250

 
 
0.91
%
6.000 percent ten-year 2008 CIFSA senior notes
2018
 
1,150

 
1.41
%
 

 
 

1.375 percent five-year 2013 senior notes
2018
 
1,000

 
1.41
%
 
1,000

 
 
1.41
%
1.500 percent three-year 2015 senior notes
2018
 
1,000

 
1.59
%
 

 
 

5.600 percent ten-year 2009 senior notes
2019
 
400

 
5.61
%
 
400

 
 
5.61
%
4.450 percent ten-year 2010 senior notes
2020
 
1,250

 
4.47
%
 
1,250

 
 
4.47
%
4.200 percent ten-year 2010 CIFSA senior notes
2020
 
600

 
2.22
%
 

 
 

2.500 percent five-year 2015 senior notes
2020
 
2,500

 
2.52
%
 

 
 

Floating rate five-year 2015 senior notes
2020
 
500

 
1.04
%
 

 
 

4.125 percent ten-year 2011 senior notes
2021
 
500

 
4.19
%
 
500

 
 
4.19
%
3.125 percent ten-year 2012 senior notes
2022
 
675

 
3.16
%
 
675

 
 
3.16
%
3.200 percent ten-year 2012 CIFSA senior notes
2022
 
650

 
2.66
%
 

 
 

3.150 percent seven-year 2015 senior notes
2022
 
2,500

 
3.18
%
 

 
 

2.750 percent ten-year 2013 senior notes
2023
 
1,250

 
2.78
%
 
1,250

 
 
2.78
%
2.950 percent ten-year 2013 CIFSA senior notes
2023
 
750

 
2.67
%
 

 
 

3.625 percent ten-year 2014 senior notes
2024
 
850

 
3.65
%
 
850

 
 
3.65
%
3.500 percent ten-year 2015 senior notes
2025
 
4,000

 
3.61
%
 

 
 

4.375 percent twenty-year 2015 senior notes
2035
 
2,500

 
4.44
%
 

 
 

6.550 percent thirty-year 2007 CIFSA senior notes
2037
 
850

 
3.75
%
 

 
 

6.500 percent thirty-year 2009 senior notes
2039
 
300

 
6.52
%
 
300

 
 
6.52
%
5.550 percent thirty-year 2010 senior notes
2040
 
500

 
5.56
%
 
500

 
 
5.56
%
4.500 percent thirty-year 2012 senior notes
2042
 
400

 
4.51
%
 
400

 
 
4.51
%
4.000 percent thirty-year 2013 senior notes
2043
 
750

 
4.12
%
 
750

 
 
4.12
%
4.625 percent thirty-year 2014 senior notes
2044
 
650

 
4.67
%
 
650

 
 
4.67
%
4.625 percent thirty-year 2015 senior notes
2045
 
4,000

 
4.64
%
 

 
 

Three-year term loan
2018
 
3,000

 
1.12
%
 

 
 

Interest rate swaps
2016-2022
 
79

 

 
56

 
 

Deferred gains from interest rate swap terminations, net
 
3

 

 
20

 
 

Capital lease obligations
2016-2025
 
129

 
3.52
%
 
139

 
 
3.62
%
Bank borrowings
2021
 
17

 

 

 
 

Debt premium (discount)
2017-2045
 
499

 

 
(25
)
 
 

Total Long-Term Debt
 
 
$
33,752

 
 

 
$
10,315

 
 
 


Senior Notes Senior Notes are unsecured, senior obligations of the Company and rank equally with all other unsecured and unsubordinated indebtedness of the Company. The indentures under which the Senior Notes were issued contain customary covenants, all of which the Company remains in compliance with as of April 24, 2015. The Company used the net proceeds from the sale of the Senior Notes primarily for working capital and general corporate uses, which includes the repayment of other indebtedness of the Company.
On January 26, 2015, Medtronic and Medtronic Luxco each provided a full and unconditional guarantee of the Senior Note obligations of Medtronic, Inc. and of Covidien International Finance S.A., a Luxembourg company (“CIFSA”).

On December 10, 2014, the Company issued seven tranches of Senior Notes (collectively the 2015 Senior Notes) with an aggregate face value of $17.000 billion, resulting in cash proceeds of approximately $16.8 billion, net of discounts and issuance costs. The first tranche consisted of $1.000 billion of 1.500 percent Senior Notes due 2018. The second tranche consisted of $2.500 billion of 2.500 percent Senior Notes due 2020. The third tranche consisted of $500 million of floating rate Senior Notes due 2020 (the 2020 floating rate notes). The 2020 floating rate notes bear interest at the three-month London InterBank Offered Rate (LIBOR) plus 80 basis points. The fourth tranche consisted of $2.500 billion of 3.150 percent Senior Notes due 2022. The fifth tranche consisted of $4.000 billion of 3.500 percent Senior Notes due 2025. The sixth tranche consisted of $2.500 billion of 4.375 percent Senior Notes due 2035. The seventh tranche consisted of $4.000 billion of 4.625 percent Senior Notes due 2045. Interest on the 2020 floating rate notes is payable quarterly and interest on each series of the fixed rate notes is payable semi-annually. The Company used the combined proceeds from the 2015 Senior Notes and the $3.000 billion borrowed for a term of three years under the Term Loan Credit Agreement (as defined below) to fund the approximately $16 billion cash consideration portion of the January 26, 2015 estimated $50 billion acquisition of Covidien, to pay certain transaction and financing expenses, and for working capital and general corporate purposes, which may include repayment of indebtedness.
In February 2014, the Company issued four tranches of Senior Notes (collectively, the 2014 Senior Notes) with an aggregate face value of $2.000 billion. The first tranche consisted of $250 million of floating rate Senior Notes due 2017. The 2017 floating rate notes bear interest at the three-month London InterBank Offered Rate (LIBOR) plus 9 basis points. The second tranche consisted of $250 million of 0.875 percent Senior Notes due 2017. The third tranche consisted of $850 million of 3.625 percent Senior Notes due 2024. The fourth tranche consisted of $650 million of 4.625 percent Senior Notes due 2044. Interest on the 2017 floating rate notes is payable quarterly and interest on the other 2014 Senior Notes are payable semi-annually. The Company used the net proceeds for working capital and general corporate purposes, including repayment of indebtedness.
As of January 26, 2015, Covidien had $5.000 billion aggregate principal amount issued and outstanding consisting of $750 million aggregate principal amount of 2.950 percent senior notes due 2023, $600 million aggregate principal amount of 1.350 percent senior notes due 2015, $650 million aggregate principal amount of 3.200 percent senior notes due 2022, $400 million aggregate principal amount of 2.800 percent senior notes due 2015, $600 million aggregate principal amount of 4.200 percent senior notes due 2020, $1.150 billion aggregate principal amount of 6.000 percent senior notes due 2018 and $850 million aggregate principal amount of 6.550 percent senior notes due 2037 (collectively, the “Covidien Outstanding Notes”). The Company recorded a fair value adjustment as required upon acquisition and subsequently recorded a premium totaling $607 million related to Covidien Outstanding Notes.
As of April 24, 2015 and April 25, 2014, the Company had interest rate swap agreements designated as fair value hedges of certain underlying fixed-rate obligations including the Company’s $600 million 4.750 percent 2005 Senior Notes, $500 million 2.625 percent 2011 Senior Notes, $500 million 4.125 percent 2011 Senior Notes, and $675 million 3.125 percent 2012 Senior Notes. As of April 25, 2014, the Company also had an interest rate swap agreement designated as a fair value hedge underlying the fixed rate obligation related to the Company's $1.250 billion 3.000 percent 2010 Senior Notes, which were due during fiscal year 2015. For additional information regarding the interest rate swap agreements, refer to Note 9.
Term Loan On January 26, 2015, Medtronic, Inc. borrowed $3.000 billion for a term of three years under that certain Senior Unsecured Term Loan Credit Agreement (the “Term Loan Credit Agreement”), among Medtronic, Inc., Medtronic, Medtronic Luxco, the lenders from time to time party thereto and Bank of America, N.A., as administrative agent, to finance, in part, the cash component of the Arrangement Consideration and certain transaction expenses. Medtronic and Medtronic Luxco have guaranteed the obligations of Medtronic, Inc. under the Term Loan Credit Agreement.
Contractual maturities of debt for the next five fiscal years and thereafter, excluding the debt premium and discount, the fair value of outstanding interest rate swap agreements, and the remaining deferred gains from terminated interest rate swap agreements are as follows:
(in millions)
Fiscal Year
 
2016
$
2,419

2017
538

2018
6,173

2019
423

2020
4,273

Thereafter
21,764

Total debt
35,590

Less: Current portion of debt
2,419

Long-term portion of debt
$
33,171