10-Q: Medtronic Q3 Sales Rise, Profit Dips Amid Restructuring

Sentiment:

Quarterly Report


Medtronic plc reported increased net sales in the third quarter and first nine months of fiscal year 2026, driven by strong segment growth, but net income and diluted EPS declined.

Capital raiseIn September 2025, Medtronic Inc. issued two tranches of Euro-denominated Senior Notes with an aggregate principal of 1.5 billion, resulting in cash proceeds of approximately $1.7 billion, net of discounts and issuance costs.In June 2024, Medtronic Inc. issued four tranches of Euro-denominated Senior Notes with an aggregate principal of 3.0 billion, resulting in cash proceeds of approximately $3.2 billion, net of discounts and issuance costs.In January 2026, Kangaroo US HoldCo 2, Inc. (for the impending MiniMed separation) entered into a credit agreement for a five-year senior secured revolving credit facility of $500 million, which will become available upon the completion of the MiniMed initial public offering.
Worse than expectedNet income attributable to Medtronic decreased by 11.7% for the three months and 1.4% for the nine months, despite overall sales growth.Diluted EPS decreased by 11.9% for the three months and 1.1% for the nine months.Operating profit for the three months decreased by 11.1%.Cost of products sold increased significantly due to tariffs and asset write-offs, impacting profitability.A jury verdict of $382 million (to be trebled) in the Applied Medical antitrust case represents a substantial potential financial liability, even with plans for appeal.

Summary

  • Net sales for the three months ended January 23, 2026, increased by 8.7% to $9,017 million, compared to $8,292 million in the prior year period.
  • Net sales for the nine months ended January 23, 2026, increased by 7.9% to $26,557 million, compared to $24,610 million in the prior year period.
  • Net income attributable to Medtronic for the three months decreased by 11.7% to $1,143 million, down from $1,294 million.
  • Diluted earnings per share (EPS) for the three months decreased by 11.9% to $0.89, from $1.01.
  • Net income attributable to Medtronic for the nine months decreased by 1.4% to $3,557 million, down from $3,606 million.
  • Diluted EPS for the nine months decreased by 1.1% to $2.76, from $2.79.
  • Operating profit for the three months decreased by 11.1% to $1,464 million, while for the nine months it increased by 1.7% to $4,594 million.
  • Cost of products sold increased by 17.3% to $3,261 million for the three months and by 9.9% to $9,323 million for the nine months, primarily due to increased tariffs and asset write-offs.
  • Research and development (R&D) expense increased by 7.0% to $722 million for the three months and by 7.5% to $2,202 million for the nine months.
  • Selling, general, and administrative (SG&A) expense increased by 8.8% to $2,956 million for the three months and by 7.4% to $8,727 million for the nine months, driven by sales growth, new product launches, and Diabetes separation costs.
  • Cash and cash equivalents decreased significantly to $1,147 million at January 23, 2026, from $2,218 million at April 25, 2025.
  • Free cash flow for the nine months increased by 7.2% to $3,341 million, from $3,116 million.
  • The company announced its intention to acquire CathWorks Ltd. for up to $585 million, expanding its Coronary & Peripheral Vascular division.
  • A jury returned a verdict against the company for $382 million in an antitrust lawsuit brought by Applied Medical, which will be trebled by the court. The company plans to challenge the verdict.

Sentiment

Score: 4

Explanation: StockSavvy.ai views this as a mixed report with strong sales growth offset by declining profitability, increased costs, and a significant, albeit contested, legal judgment. The strategic moves like the Diabetes separation and CathWorks acquisition are positive long-term, but current financial performance and legal risks warrant caution.

Positives

  • Net sales increased by 8.7% for the three months and 7.9% for the nine months, demonstrating strong top-line growth.
  • Cardiovascular segment net sales grew by 14% for the three months and 11% for the nine months, with Cardiac Rhythm & Heart Failure showing a 20% increase.
  • Diabetes segment net sales increased by 15% for the three months and 12% for the nine months, driven by international adoption of the MiniMed 780G AID system and U.S. adoption of Simplera Sync and Abbott Instinct sensors.
  • Operating profit for the nine months ended January 23, 2026, increased by 1.7% to $4,594 million.
  • Free cash flow for the nine months increased by 7.2% to $3,341 million.
  • The U.S. Court of Appeals for the Federal Circuit ruled in favor of Medtronic in the Colibri patent litigation, reversing a $106 million jury verdict and eliminating potential liability.
  • The company announced its intention to acquire CathWorks Ltd. for up to $585 million, which is expected to expand the Coronary & Peripheral Vascular division.
  • The Italian payback accrual liability decreased by $39 million for the nine months ended January 23, 2026, due to a legislative decree, positively impacting net sales.

Negatives

  • Net income attributable to Medtronic decreased by 11.7% for the three months and 1.4% for the nine months.
  • Diluted earnings per share (EPS) decreased by 11.9% for the three months and 1.1% for the nine months.
  • Operating profit for the three months decreased by 11.1% to $1,464 million.
  • Cost of products sold increased significantly by 17.3% for the three months and 9.9% for the nine months, primarily due to increased duties from tariffs ($90 million and $110 million, respectively) and $84 million of asset write-offs.
  • Cash and cash equivalents decreased by 48.3% to $1,147 million at January 23, 2026, from $2,218 million at April 25, 2025.
  • A jury returned a verdict against the company for $382 million in an antitrust lawsuit by Applied Medical, which will be automatically trebled by the court, creating a substantial potential liability despite plans for appeal.
  • The effective tax rate increased for the three months ended January 23, 2026, primarily due to an increase in the Pillar Two global minimum tax impact and year-over-year changes in operational results by jurisdiction.

Risks

  • Competitive product launches and pricing pressure in the medical device industry.
  • Geographic macroeconomic developments, including changes in global trade policies and fluctuations in currency exchange rates.
  • General price inflation and changes in interest rates.
  • Reimbursement challenges and impacts from changes in the mix of product offerings.
  • Delays in product registration approvals and national/provincial tender pricing for certain products, particularly in China.
  • Supply chain challenges.
  • Potential material adverse effect on cost structure and financial performance from further escalation or expansion of trade barriers, despite the recent Supreme Court ruling on tariffs.
  • Ongoing impacts on revenue and supply chain from the Russia-Ukraine conflict.
  • Uncertain long-term implications and potential financial/operational impact from the Israel conflict.
  • The ultimate cost of the Hernia Mesh Litigation, involving approximately 10,100 plaintiffs, is difficult to predict and could be materially different than current estimates, with no expense recorded as loss is not probable and reasonably estimable.
  • The ultimate result of the Applied Medical antitrust litigation remains uncertain, and it is reasonably possible that the trebled jury award of $382 million (plus attorneys' fees and injunctive relief) might ultimately be awarded, despite the company's plans to challenge and appeal.
  • Potential future delays or failures to obtain regulatory approvals, failures of clinical trials, or other failures to achieve commercially viable products for IPR&D projects, which could lead to impairment losses.
  • Discussions are ongoing between the Italian government and industry groups related to the applicability of payback legislation for years 2019 and beyond, making it possible that the company's liability could materially differ from the amount currently accrued.
  • Potential future determination that operations and activities, and/or those of third-party distributors, are not in compliance with anti-corruption laws, which could result in fines, penalties, and equitable remedies.
  • The Mallinckrodt bankruptcy litigation, where claims alleging actual fraudulent transfer and alter ego liability are proceeding, could result in a loss that is not currently probable or reasonably estimable.
  • Income Taxes: Ongoing disputes with the IRS regarding income allocation for fiscal years 2005-2006 and 2007-2016, and audits for fiscal years 2017-2023. Possible material adverse impact on consolidated earnings, financial position, and/or cash flows.

Future Outlook

Medtronic anticipates continued global penetration of its Micra transcatheter pacing portfolio, adoption of the Aurora EV-ICD, and growth in its electrophysiology segment with new products like the PulseSelect pulsed field ablation system. The company expects market acceptance and reimbursement for the Symplicity Spyral renal denervation system and continued growth of its integrated solutions through the AiBLE offering in Neuroscience. In Medical Surgical, the focus is on transitioning to minimally invasive surgery, global adoption of robotic-assisted surgery with the Hugo RAS system, and expanding into emerging markets. The Diabetes business separation (MiniMed Group, Inc.) is expected within 18 months of the May 2025 announcement, with continued growth for the MiniMed 780G insulin pump system and Simplera sensor. The acquisition of CathWorks Ltd. is expected to be completed by the end of fiscal year 2026, subject to regulatory approvals.

Management Comments

  • We remain committed to deliver the best possible experiences for patients, physicians, and caregivers we serve; to create technologies that expand what's possible across the human body to transform lives; to turn data and insights into real action to serve patient needs, improving care; and to expand healthcare access and deliver positive outcomes.
  • Our goal is to continue to leverage selling, general, and administrative expense management initiatives.
  • We are currently in a strong financial position, and we believe our balance sheet and liquidity as of January 23, 2026, provide us with flexibility, and our cash, cash equivalents, and current investments, along with our credit facility and related commercial paper programs will satisfy our foreseeable operating needs.
  • We consider capital allocation alternatives that balance returning value to shareholders through dividends and share repurchases, satisfying maturing debt, and acquiring businesses and technology.

Industry Context

StockSavvy.ai notes that Medtronic's strong sales growth in Cardiovascular and Diabetes segments aligns with broader trends in medical technology, where innovation in minimally invasive procedures and chronic disease management (like diabetes) continues to drive market expansion. The strategic separation of the Diabetes business reflects a trend among diversified healthcare companies to unlock value by creating focused entities. The ongoing legal challenges, particularly the antitrust verdict, highlight the increasing scrutiny and competitive pressures within the highly regulated medical device industry, which can significantly impact even market leaders. The company's investment in AI-driven surgical planning and robotic-assisted surgery positions it well within the evolving landscape of surgical technologies.

Comparison to Industry Standards

  • Medtronic's 8.7% Q3 net sales growth and 7.9% YTD growth are competitive within the medical device industry, which often sees mid-to-high single-digit growth for established players. For example, Johnson & Johnson's MedTech segment reported 7.7% operational sales growth in its recent quarter, while Abbott's Medical Devices segment reported 11.5% sales growth.
  • The 20% growth in Cardiac Rhythm & Heart Failure, driven by products like Micra leadless pacemakers and Aurora EV-ICD, indicates strong performance in a key therapeutic area, potentially outpacing some competitors in specific cardiac device markets.
  • The 15% growth in the Diabetes segment, particularly with the MiniMed 780G AID system, suggests Medtronic is effectively competing in the rapidly evolving diabetes care market, which includes strong players like Abbott (FreeStyle Libre) and Dexcom (G6/G7 CGM systems).
  • The decline in net income and EPS despite sales growth, coupled with increased cost of products sold and SG&A, suggests margin pressures that could be higher than some peers who have managed cost structures more effectively amidst inflation and supply chain challenges.
  • The $382 million antitrust verdict (to be trebled) against Medtronic by Applied Medical is a significant legal setback, comparable in scale to other major antitrust litigations seen in the pharmaceutical and medical device sectors, such as those involving patent disputes or market monopolization claims, which can result in substantial financial penalties and operational restrictions.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Restructuring ActionsThe Board of Directors approved a series of restructuring actions in December 2025 to support the separation and positioning of Medtronic and MiniMed, aiming for greater strategic focus, improved operational efficiency, and aligned organizational structures. These actions are expected to result in pre-tax charges of approximately $300 million to $500 million.December 2025Expected to drive long-term business growth and efficiencies in the individual organizations, but will incur significant restructuring charges primarily related to employee termination benefits, contract termination costs, and asset write-offs.

Legal Proceedings

  • Colibri Patent Litigation: U.S. Court of Appeals for the Federal Circuit ruled in favor of Medtronic on July 18, 2025, reversing a $106 million jury verdict and eliminating potential liability.
  • Hernia Mesh Litigation: Approximately 10,100 individual plaintiffs have filed lawsuits alleging personal injury. No expense has been recorded as a potential loss is not currently probable and reasonably estimable.
  • Diabetes Pump Retainer Ring Litigation: Four lawsuits filed on behalf of 12 individuals alleging personal injury from Series 600 insulin pumps. Certain litigation charges were recognized in the first quarter of fiscal year 2026.
  • Applied Medical Antitrust Litigation: A jury returned a verdict against Medtronic on February 5, 2026, awarding Applied Medical $382 million in damages, which will be automatically trebled. Medtronic plans to challenge the verdict and appeal, and has not recorded a liability as the ultimate loss is not probable and estimable at this time.
  • Environmental Proceedings: Ongoing investigation and cleanup actions at various sites, including mercury contamination of the Penobscot River and Bay. Accrued expenses are included in accrued litigation.
  • Anti-Corruption Matters: Regular interactions with governmental agencies and self-disclosures of potential concerns. No expense recorded as potential loss is not currently probable and reasonably estimable.
  • Italian Payback: Liability decreased by $39 million for the nine months ended January 23, 2026, due to a legislative decree. Discussions are ongoing for years 2019 and beyond, with potential for material differences from current accruals.
  • Mallinckrodt Bankruptcy Litigation: Medtronic affiliates are defendants in a lawsuit alleging fraudulent transfer and alter ego liability related to Covidien's 2013 spin-off of Mallinckrodt. The case will proceed to discovery; no liability recorded as potential loss is not probable and reasonably estimable.
  • Income Taxes: Ongoing disputes with the IRS regarding income allocation for fiscal years 2005-2006 and 2007-2016, and audits for fiscal years 2017-2023. Possible material adverse impact on consolidated earnings, financial position, and/or cash flows.

Stakeholder Impact

  • Shareholders: Potential for increased long-term value through the Diabetes business separation and strategic acquisitions, but current profitability decline and significant legal liabilities (Applied Medical) introduce near-term uncertainty and risk to share price.
  • Employees: Restructuring actions related to the Diabetes separation will involve organizational realignments and workforce-related actions, potentially leading to employee termination benefits and changes in roles.
  • Customers: Continued focus on delivering new technologies and expanding product portfolios (e.g., CathWorks acquisition, new ablation systems, diabetes management systems) aims to improve patient care and expand access to therapies.
  • Suppliers: Supply chain challenges and tariff impacts could affect relationships and costs, though the company is taking steps to mitigate effects.
  • Creditors: The company maintains a strong financial position and liquidity, with a $3.5 billion credit facility and commercial paper programs, indicating continued ability to meet debt obligations, despite a decrease in cash and cash equivalents.

Next Steps

  • Completion of the separation of the Diabetes business (MiniMed Group, Inc.) within 18 months of the May 2025 announcement.
  • Completion of restructuring actions related to the MiniMed separation by fiscal year 2029.
  • Completion of the acquisition of CathWorks Ltd. by the end of fiscal year 2026, subject to regulatory approvals.
  • Monitoring the impact of the U.S. Supreme Court ruling on tariff policies.
  • Post-trial motions and potential appeal in the Applied Medical antitrust litigation.
  • Continued discussions between the Italian government and industry groups regarding the applicability of payback legislation for years 2019 and beyond.
  • Ongoing audits by the IRS for fiscal years 2017 through 2023 U.S. federal income tax returns.
  • Further proceedings in the U.S. Tax Court regarding the income allocation dispute for fiscal years 2005-2006, 2007-2016.
  • Evaluation of the potential effect of new FASB accounting standards on financial statement disclosures, with adoption dates ranging from FY2026 to FY2030.

Key Dates

DateDescription
March 2009IRS issued audit report on Medtronic, Inc. for fiscal years 2005 and 2006.
2013Covidien spun off its pharmaceuticals business, Mallinckrodt.
2015Italian payback legislation enacted, requiring payments if medical device expenditures exceed ceilings.
June 2016Tax Court issued opinion on income allocation dispute for fiscal years 2005 and 2006, generally rejecting IRS position.
April 2017IRS filed a Notice of Appeal to the U.S. Court of Appeals for the Eighth Circuit regarding the Tax Court opinion.
August 2018U.S. Court of Appeals issued opinion and remanded the tax case back to the Tax Court.
2019Series 600 insulin pumps with clear retainer rings subject to field corrective actions.
Fiscal Year 2020Plaintiffs began filing lawsuits against subsidiaries regarding hernia mesh products.
Fiscal Year 2021Plaintiffs began filing lawsuits against the Diabetes operating unit regarding Series 600 insulin pumps.
June 2021Company's decision to stop distribution and sale of the Medtronic HVAD System.
2021Series 600 insulin pumps with clear retainer rings subject to field corrective actions.
May 2022Medtronic and DaVita Inc. entered into a definitive agreement for Medtronic to sell half of its Renal Care Solutions (RCS) business.
October 2022Court issued a final order approving the settlement in the Penobscot River mercury contamination lawsuit.
February 8, 2023Jury returned a verdict against Medtronic for approximately $106 million in Colibri patent litigation.
April 2023Medtronic completed the transaction with DaVita to form Mozarc Medical.
July 2023Medtronic filed its appeal with the U.S. Court of Appeals for the Federal Circuit in the Colibri case.
August 2022Tax Court issued its second opinion on the income allocation dispute for fiscal years 2005 and 2006.
September 2023IRS filed a Notice of Appeal to the U.S. Court of Appeals for the Eighth Circuit regarding the second Tax Court opinion.
September 2023Simplera sensor received CE Mark.
October 2023Medtronic filed a cross-appeal in the tax case.
March 2024U.S. FDA approved the Evolut FX+ TAVR system.
March 2024Board of Directors authorized the repurchase of $5.0 billion of ordinary shares.
April 2024Inceptiv closed-loop rechargeable SCS received U.S. FDA approval.
June 2024Medtronic Inc. issued four tranches of Euro-denominated Senior Notes with an aggregate principal of 3.0 billion.
July 22, 2024Constitutional Court of Italy issued two rulings finding the medical device payback law constitutional.
August 2024U.S. FDA approved Asleep DBS surgery for Parkinson's and essential tremor.
August 2024Simplera sensor received U.S. FDA approval.
October 2024Evolut FX received CE Mark.
October 2024U.S. FDA approved Affera mapping and ablation system and Sphere-9 catheter.
January 2025BrainSense Adaptive DBS and BrainSense Electrode Identifier received CE Mark.
February 2025BrainSense Adaptive DBS and BrainSense Electrode Identifier received U.S. FDA approval.
May 2025Company announced its intent to separate the Diabetes business (MiniMed Group, Inc.).
June 2025Italian government published a legislative decree confirming a reduction of amounts due for years 2015 to 2018 for the Italian payback.
July 4, 2025U.S. Government enacted The One Big Beautiful Bill Act of 2025, including changes to corporate income tax system.
July 18, 2025U.S. Court of Appeals for the Federal Circuit ruled in favor of Medtronic in the Colibri patent litigation, reversing the lower court verdict.
July 2025LigaSure RAS vessel-sealing technology received CE Mark.
July 2025Company repaid at maturity 1.0 billion, or $1.2 billion, of Senior Notes.
August 2025Italian legislative decree formalized into law.
August 15, 2025Court denied Medtronic's motion for summary judgment in Applied Medical antitrust litigation.
August 2025Court granted in part and denied in part a motion for summary judgment filed by Medtronic's affiliates in the Mallinckrodt bankruptcy litigation.
September 2025U.S. FDA approved Abbott Instinct sensor for use with SmartGuard dosing algorithm in MiniMed 780G insulin pump system.
September 2025U.S. FDA approved Altaviva implantable tibial neuromodulation system for urge urinary incontinence.
September 2025Medtronic Inc. issued two tranches of Euro-denominated Senior Notes with an aggregate principal of 1.5 billion.
September 2025Appellate Court remanded the tax case back to the Tax Court for additional proceedings.
September 2025Company repaid 500 million of Medtronic Luxco's 2.625% Senior Notes for $587 million.
October 2025U.S. Centers for Medicare and Medicaid Services (CMS) finalized National Coverage Determination for Symplicity Spyral renal denervation system.
October 2025Penditure LAA Exclusion System received CE Mark.
October 2025Company repaid 1.0 billion of Medtronic Luxco's 0.000% Senior Notes for $1.2 billion.
December 2025Board of Directors approved restructuring actions to support the Diabetes business separation.
December 2025Management approved and committed to a plan to terminate a third-party manufacturing agreement within the Diabetes Operating Unit, incurring $118 million in pre-tax charges.
December 2025Hugo RAS system received U.S. FDA clearance for urologic surgical procedures.
January 2026MiniMed Go app received U.S. FDA clearance for individuals with insulin-requiring type 1 and type 2 diabetes aged 7 years and older, and for children ages 2 to 6 years.
January 26, 2026Kangaroo US HoldCo 2, Inc. (for the impending MiniMed separation) entered into a credit agreement for a five-year senior secured revolving credit facility of $500 million.
January 2026Affera Sphere-360 pulsed field ablation single-shot catheter received CE Mark.
January 20, 2026 to February 4, 2026Jury trial held in the Applied Medical antitrust litigation.
January 23, 2026End of the quarterly period covered by this report.
January 27, 2026Update on Diabetes pump retainer ring litigation, with four lawsuits filed on behalf of 12 individuals.
January 28, 2026Update on Hernia Mesh Litigation, with approximately 10,100 individual plaintiffs.
February 3, 2026Company announced its intention to exercise its option to acquire CathWorks Ltd.
February 5, 2026Jury returned a verdict in favor of Applied Medical, awarding $382 million in damages, to be trebled.
February 17, 2026Estimate of pre-tax net tariff impact of $185 million in fiscal year 2026 based on current rates.
February 18, 20261,283,884,964 ordinary shares outstanding.
February 20, 2026U.S. Supreme Court ruled President Trump's tariff policies under the International Emergency Economic Powers Act unconstitutional.
February 2026U.S. FDA granted approval for the Stealth AXiS Surgical System.
February 24, 2026Date of filing of this Quarterly Report on Form 10-Q.
Fiscal Year 2026Expected completion of CathWorks acquisition.
Fiscal Year 2026Company will adopt FASB ASU 2023-09 (Improvements to Income Tax Disclosures) in the fourth quarter.
Fiscal Year 2028Company will adopt FASB ASU 2024-03 (Disaggregation of Income Statement Expenses) in the fourth quarter for annual report.
Fiscal Year 2028Company will adopt FASB ASU 2025-07 (Derivative Scope Refinements and Scope Clarification for Share-Based Noncash Consideration from a Customer in a Revenue Contract) in the first quarter.
Fiscal Year 2029Expected completion date of MiniMed restructuring actions.
Fiscal Year 2029Company will adopt FASB ASU 2025-06 (Targeted Improvements to the Accounting for Internal-Use Software) in the first quarter.
Fiscal Year 2029Company will adopt FASB ASU 2024-03 (Disaggregation of Income Statement Expenses) for interim periods.
Fiscal Year 2030Company will adopt FASB ASU 2025-10 (Accounting for Government Grants Received by Business Entities) in the first quarter.

Recommendation

hold

While Medtronic demonstrates strong top-line growth across key segments and is making strategic moves like the CathWorks acquisition and the Diabetes business separation to unlock future value, the decline in net income and EPS, coupled with increased operating costs, raises profitability concerns. The significant, albeit contested, $382 million antitrust jury verdict (to be trebled) introduces a substantial unaccrued legal risk that could materially impact future financials. The mixed financial performance and the pending legal uncertainty suggest a 'hold' recommendation, as investors should await clarity on the legal outcome and evidence of improved profitability before making a more definitive investment decision.

Keywords

Medical Devices, Healthcare Technology, SEC Filing, 10-Q, Financial Results, Cardiovascular, Neuroscience, Medical Surgical, Diabetes, MiniMed, CathWorks, Litigation, Antitrust, Tariffs, R&D, EPS, Net Sales, Profitability, Corporate Governance, Risk Management

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