Smith & Nephew plc
March 14, 2024
SMITH+NEPHEW PRICES USD BOND ISSUE
Smith & Nephew plc (LSE:SN,
NYSE:SNN) ("Smith+Nephew") has completed the pricing of USD
350,000,000
5.150% Notes due 2027 and USD 650,000,000 5.400% Notes due 2034 (the
"Notes").
The proceeds to Smith+Nephew (after
expenses and underwriting discounts) of USD 990,630,650 from
the Notes will be used to repay the amount outstanding under our
revolving credit facility (which we drew down to fund the
redemption in 2023 of our 3.26% private placement notes due 2023,
our 3.89% private placement notes due 2024 and our floating rate
private placement notes due 2024 and in connection with our recent
acquisition of CartiHeal), to redeem at maturity our 3.36% private
placement notes due 2024, and otherwise for general corporate
purposes.
The offering is scheduled to close
on March 20, 2024, subject
to the satisfaction of customary conditions.
Smith+Nephew has filed a
registration statement (including a prospectus) with
the U.S. Securities and Exchange Commission (the "SEC")
for the offering to which this communication relates.
Investors should read the prospectus in such registration statement
and other documents Smith+Nephew has filed with the SEC for more
complete information about Smith+Nephew and this offering. You may
get these documents for free by visiting the SEC web site at
www.sec.gov. Alternatively, you may obtain a copy of the
Prospectus and Preliminary Prospectus Supplement from J.P.
Morgan Securities LLC by calling collect +1-212-834-4533, HSBC
Securities (USA) Inc. by calling toll-free at +1-866-811-8049,
Mizuho Securities USA LLC by calling toll-free at +1-866-271-7403
or SG Americas Securities, LLC by calling toll-free at
+1-855-881-2108.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor will there be
any sale of securities in any state or jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such state or
jurisdiction.
Enquiries
|
|
Investors
|
|
Katharine Rycroft
|
+44 (0) 7811 270734
|
Smith+Nephew
|
|
|
|
Media
|
|
Charles Reynolds
|
+44 (0) 1923 477314
|
Smith+Nephew
|
|
|
|
Susan Gilchrist / Ayesha
Bharmal
|
+44 (0) 20
7404 5959
|
Brunswick
|
|
Legal Entity Identifier:
213800ZTMDN8S67S1H61
About Smith+Nephew
Smith+Nephew is a portfolio medical
technology business focused on the repair, regeneration and
replacement of soft and hard tissue. We exist to restore people's
bodies and their self-belief by using technology to take the limits
off living. We call this purpose 'Life Unlimited'. Our 18,000
employees deliver this mission every day, making a difference to
patients' lives through the excellence of our product portfolio,
and the invention and application of new technologies across our
three global business units of Orthopaedics, Sports Medicine &
ENT and Advanced Wound Management.
Founded in Hull, UK, in 1856, we now
operate in more than 100 countries, and generated annual sales of
$5.5 billion in 2023. Smith+Nephew is a constituent of the FTSE100
(LSE:SN, NYSE:SNN). The terms 'Group' and 'Smith+Nephew' are used
to refer to Smith & Nephew plc and its consolidated
subsidiaries, unless the context requires otherwise.
For more information about
Smith+Nephew, please visit www.smith-nephew.com and follow us on
X, LinkedIn,
Instagram or Facebook.
Forward-looking
statements
This document may contain forward-looking statements that may
or may not prove accurate. For example, statements regarding
expected revenue growth and trading profit margins, market trends
and our product pipeline are forward-looking statements. Phrases
such as "aim", "plan", "intend", "anticipate", "well-placed",
"believe", "estimate", "expect", "target", "consider" and similar
expressions are generally intended to identify forward-looking
statements. Forward-looking statements involve known and unknown
risks, uncertainties and other important factors that could cause
actual results to differ materially from what is expressed or
implied by the statements. For Smith+Nephew, these factors include:
political conflicts in Europe and the middle east, economic and
financial conditions in the markets we serve, especially those
affecting health care providers, payers and customers; price levels
for established and innovative medical devices; developments in
medical technology; regulatory approvals, reimbursement decisions
or other government actions; product defects or recalls or other
problems with quality management systems or failure to comply with
related regulations; litigation relating to patent or other claims;
legal compliance risks and related investigative, remedial or
enforcement actions; disruption to our supply chain or operations
or those of our suppliers; competition for qualified personnel;
strategic actions, including acquisitions and dispositions, our
success in performing due diligence, valuing and integrating
acquired businesses; disruption that may result from transactions
or other changes we make in our business plans or organisation to
adapt to market developments; relationships with healthcare
professionals; reliance on information technology and
cybersecurity; and numerous other matters that affect us or our
markets, including those of a political, economic, business,
competitive or reputational nature. Please refer to the documents
that Smith+Nephew has filed with the U.S. Securities and Exchange
Commission under the U.S. Securities Exchange Act of 1934, as
amended, including Smith+Nephew's most recent annual report on Form
20-F, for a discussion of certain of these factors. Any
forward-looking statement is based on information available to
Smith+Nephew as of the date of the statement. All written or oral
forward-looking statements attributable to Smith+Nephew are
qualified by this caution. Smith+Nephew does not undertake any
obligation to update or revise any forward-looking statement to
reflect any change in circumstances or in Smith+Nephew's
expectations.
◊ Trademark of Smith+Nephew. Certain marks are
registered with the US Patent and Trademark
Office.
United
Kingdom
The
communication of the prospectus supplement and the accompanying
prospectus and any other documents or materials relating to the
Notes is not being made, and such documents and/or materials have
not been approved, by an authorized person for the purposes of
Section 21 of the United Kingdom's Financial Services and Markets
Act 2000, as amended (the "FSMA"). Accordingly, such documents
and/or materials are not being distributed to, and must not be
passed on to, the general public in the United Kingdom. Such
documents and/or materials are only being distributed to, and are
only directed at, persons outside the United Kingdom or in the
United Kingdom to persons that (i) have professional experience in
matters relating to investments falling within Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order
2005 (as amended, the "Order"), (ii) who fall within Article
49(2)(a) to (d) of the Order or (iii) to whom it may otherwise
lawfully be communicated (all such persons together being referred
to as "relevant persons"). The Notes are only available to, and any
invitation, offer or agreement to purchase or otherwise acquire
such Notes will be engaged in only with, relevant
persons.
Prohibition of Sales to
United Kingdom Retail Investors
The
Notes are not intended to be offered, sold or otherwise made
available to and should not be offered, sold or otherwise made
available to any retail investor in the United Kingdom. For these
purposes, a retail investor means a person who is one (or more) of:
(i) a retail client, as defined in point (8) of Article 2 of
Regulation (EU) No 2017/565 as it forms part of domestic law in the
United Kingdom by virtue of the European Union (Withdrawal) Act
2018 (the "EUWA"); or (ii) a customer within the meaning of the
provisions of the FSMA and any rules or regulations made under the
FSMA to implement Directive (EU) 2016/97 (as amended,, where that
customer would not qualify as a professional client, as defined in
point (8) of Article 2(1) of Regulation (EU) No 600/2014 as it
forms part of domestic law in the United Kingdom by virtue of the
EUWA ("UK MiFIR"). Consequently no key information document
required by Regulation (EU) No 1286/2014 as it forms part of
domestic law in the United KIngdom by virtue of the EUWA (the "UK
PRIIPs Regulation") for offering or selling the Notes or otherwise
making them available to retail investors in the UK has been
prepared and therefore offering or selling the Notes or otherwise
making them available to any retail investor in the United Kingdom
may be unlawful under the UK PRIIPs Regulation.
Prohibition of Sales to EEA
Retail Investors
The
Notes are not intended to be offered, sold or otherwise made
available to and should not be offered, sold or otherwise made
available to any retail investor in the European Economic Area (the
"EEA"). For these purposes, a retail investor means a person who is
one (or more) of: (i) a retail client as defined in point (11) of
Article 4(1) of Directive 2014/65/EU (as amended, "MiFID II); or
(ii) a customer within the meaning of Directive (EU) 2016/97 (as
amended, the "Insurance Distribution Directive") where that
customer would not qualify as a professional client as defined in
point (10) of Article 4(1) of MiFID II. Consequently no key
information document required by Regulation (EU) No 1286/2014 (as
amended, the "PRIIPs Regulation") for offering or selling the Notes
or otherwise making them available to retail investors in the EEA
has been prepared and therefore offering or selling the Notes or
otherwise making them available to any retail investor in the EEA
may be unlawful under the PRIIPs Regulation.