Business Combination Prospectus (Form 425)

VP Vitals
To all Medtronic Vice Presidents and above

Executive level summary: Today Medtronic announced our intention to split off MiniMed shares through an exchange offer.

Call to action: Review details about this announcement.

Confidentiality: Medium. All-company message to be distributed later.

Medtronic Vice Presidents,

As a next step in the process of separating MiniMed into a standalone business, today Medtronic announced our intention to split off our remaining ownership in MiniMed shares through an exchange offer (including any related transactions). This follows MiniMed's initial public offering on March 6 and marks another milestone toward MiniMed becoming a fully independent company.

For your visibility, a preview of the all-employee email that explains this milestone and the actions open to employees can be found below. This message will be sent around 9 a.m. CT today.

Congratulations to our MiniMed colleagues on this next important step forward and thank you to all Medtronic teams who helped make this milestone possible.

/s/ Geoff Martha

Geoff Martha
Chairman and CEO

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[Link: Email to All Global Medtronic Employees, Re: MiniMed share exchange offer notice]

Cautions Regarding Forward Looking Statements

This communication 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 expected effects on Medtronic and MiniMed of the exchange offer, the anticipated timing and benefits of the exchange offer, Medtronic's ability to satisfy the necessary conditions to consummate its separation of MiniMed, Medtronic's ability to successfully consummate the separation of MiniMed and realize the anticipated benefits from the separation (including consummating the transaction on a basis that is generally tax-free to shareholders for U.S. federal income tax purposes), MiniMed's ability to

succeed as an independent publicly traded company, competitive factors, difficulties and delays inherent in the development, manufacturing, marketing and sale of medical products, government regulation, geopolitical conflicts, changing global trade policies, general economic conditions, and other risks and uncertainties described in Medtronic's and MiniMed's periodic reports on file with the Securities and Exchange Commission (the "SEC") including their most recent respective Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q, the Registration Statement referred to below, including the prospectus forming a part thereof, the Schedule TO, and other exchange offer documents filed by Medtronic or MiniMed, as applicable, with the SEC. In some cases, you can identify these statements by forward-looking words or expressions, such as "anticipate," "believe," "could," "estimate," "expect," "forecast," "intend," "looking ahead," "may," "plan," "possible," "potential," "project," "should," "going to," "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 communication, including to reflect future events or circumstances.

Additional Information and Where to Find It

This communication is for informational purposes only and is not an offer to sell or exchange, a solicitation of an offer to buy or exchange any securities or a recommendation as to whether investors should participate in the exchange offer. MiniMed has filed with the SEC a registration statement on Form S-4 (the "Registration Statement") that includes a prospectus. The exchange offer is made solely by the prospectus. The prospectus contains important information about the exchange offer, Medtronic, MiniMed and related matters, and Medtronic has delivered the prospectus to holders of Medtronic ordinary shares. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PROSPECTUS, AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC BEFORE MAKING ANY INVESTMENT DECISION, BECAUSE THEY CONTAIN IMPORTANT INFORMATION. None of Medtronic, MiniMed or any of their respective directors or officers or the dealer managers appointed with respect to the exchange offer make any recommendation as to whether you should participate in the exchange offer.

Medtronic has filed with the SEC a Schedule TO, which contains important information about the exchange offer.

Holders of Medtronic ordinary shares may obtain copies of the prospectus, the Registration Statement, the Schedule TO and other related documents, and any other information that Medtronic and MiniMed file electronically with the SEC free of charge at the SEC's website at http://www.sec.gov. Holders of Medtronic ordinary shares may also obtain a copy of the prospectus by clicking on the appropriate link on http://www.dfking.com/MDTSeparation.

Medtronic has retained D.F. King & Co., Inc. as the information agent for the exchange offer. To obtain copies of the prospectus and related documents, or for questions about the terms of the exchange offer or how to participate, you may contact the information agent at (877) 361-7972 (toll-free for shareholders) or (646) 845-0146 (banks, brokers and all others outside the United States).