SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of
1934
June 03, 2019
Commission
File Number 001-14978
SMITH & NEPHEW
plc
(Registrant's
name)
Building 5, Croxley Park,
Hatters Lane, Watford, Hertfordshire, WD18 8YE,
England
(Address
of registrant's principal executive offices)
[Indicate
by check mark whether the registrant files or will file
annual
reports
under cover Form 20-F or Form 40-F.]
Form
20-F
X
Form 40-F
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by check mark if the registrant is submitting the Form 6-K
in
paper
as permitted by Regulation S-T Rule 101(b)(1).]
Yes
No X
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[Indicate
by check mark if the registrant is submitting the Form 6-K
in
paper
as permitted by Regulation S-T Rule 101(b)(7).]
Yes
No X
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[Indicate
by check mark whether by furnishing the information
contained
in this
Form, the registrant is also thereby furnishing information to
the
Commission
pursuant to Rule 12g3-2 (b) under the Securities Exchange Act
of
1934.]
Yes
No X
---
---
If
"Yes" is marked, indicate below the file number assigned to
the
registrant
in connection with Rule 12g3-2 (b) : 82- n/a.
Smith & Nephew announces completion of Brainlab Orthopaedic
Joint Reconstruction Business acquisition
3 June 2019
Smith & Nephew plc (LSE:SN, NYSE:SNN), the global medical
technology business, today announces it has completed the
acquisition of the Brainlab orthopaedic joint reconstruction
business. The acquisition supports Smith & Nephew's strategy to
invest in best-in-class technologies that further its multi-asset
digital surgery and robotic ecosystem.
The Brainlab orthopaedic joint reconstruction business provides
surgeons with digital workflow tools, from pre-operative planning
to intraoperative navigation to post-operative evaluation and
sharing. Used in more than 500 hospitals worldwide, the technology
helps maximise precision and reproducibility and achieve desired
outcomes for patients and surgeons. Smith & Nephew's initial
priority will be to integrate the Brainlab technology into
NAVIO◊ 7.0,
the next version of its surgical robotics
system.
Smith & Nephew and Brainlab are also collaborating on
developing additional applications to enhance Smith & Nephew's
digital surgery ecosystem.
The commercial terms of the acquisition have not been
disclosed.
ENDS
Enquiries
Investors
Andrew
Swift
+44 (0) 1923
477433
Smith & Nephew
Media
Charles Reynolds
+44 (0) 1923
477314
Smith &
Nephew
Charis Gresser / Nick Beswick
+44 (0) 20
7396 7456
Brunswick
About Smith & Nephew
Smith & Nephew is a portfolio medical technology business that
exists to restore people's bodies, and their self-belief.
Smith & Nephew has leadership positions in Orthopaedics,
Advanced Wound Management and Sports Medicine, more than 16,000
employees and a presence in more than 100 countries. Annual sales
in 2018 were $4.9 billion. Smith & Nephew is a member of the
FTSE100 (LSE:SN, NYSE:SNN). For more information about Smith &
Nephew, please visit our corporate website www.smith-nephew.com and
follow us on Twitter, LinkedIn or Facebook.
About Brainlab
Brainlab, headquartered in Munich, develops, manufactures and
markets software-driven medical technology, enabling access to
advanced, less invasive patient treatments.
Core products center on information-guided surgery, radiosurgery,
precision radiation therapy, digital operating room integration,
and information and knowledge exchange. Brainlab technology powers
treatments in radiosurgery and radiotherapy as well as numerous
surgical fields including neurosurgery, orthopaedic, ENT, CMF,
spine and trauma.
Privately held since its formation in Munich, Germany in 1989,
Brainlab has more than 12,850 systems installed in over 100
countries. Brainlab employs almost 1,400 people in 18 offices
worldwide, including more than 420 Research & Development
engineers, who form a crucial part of the product development
team.
Cautionary Statement Regarding Forward-looking
Statements
This press release contains forward-looking information related to
Smith & Nephew, Osiris and the proposed transaction that
involves substantial risks and uncertainties that could cause
actual results to differ materially from those expressed or implied
by such statements. These forward-looking statements generally
include statements that are predictive in nature and depend upon or
refer to future events or conditions, and include words such as
"believes," "plans," "anticipates," "projects," "estimates,"
"expects," "intends," "strategy," "future," "opportunity," "may,"
"will," "should," "could," "potential," or similar
expressions. Forward-looking statements in this press release
include, among other things, statements about the potential
benefits of the proposed transaction, including expected synergies,
the expected timing of completion of the proposed transaction,
anticipated earnings accretion, as well as Smith & Nephew's
plans and expectations and Osiris' financial condition, results of
operations, products and businesses. 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. These
forward-looking statements may be affected by risks and
uncertainties, including, without limitation, the risk that the
proposed transaction will not close when expected or at all; the
risk that the conditions to the tender offer will not be satisfied
in the anticipated timeframe or at all, including uncertainties as
to how many of Osiris' stockholders will tender their shares in the
tender offer; risks related to the ability to realize the
anticipated benefits of the proposed transaction, including the
possibility that its expected benefits and synergies will not be
realized or will not be realized within the expected time period;
negative effects of the announcement or consummation of the
proposed transaction on the market price of Smith & Nephew
shares and its operating results; the risk that Smith &
Nephew's and Osiris' business will be adversely impacted during the
pendency of the proposed transaction; the risk that the operations
of the two companies will not be integrated successfully; unknown
liabilities; and the risk of litigation and regulatory actions
related to the proposed transaction. Additionally, for Smith
& Nephew, these factors include: 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 and disruption that may result from transactions or
other changes we make in our business plans or organisation to
adapt to market developments; 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 (the "SEC") 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 registered US Patent and Trademark
Office.
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 thereunto duly authorized.
Smith
& Nephew Plc
(Registrant)
Date: June
03, 2019
By: /s/
Susan Swabey
-----------------
Susan
Swabey
Company
Secretary