REG - Smith & Nephew Plc - Share Buyback Programme

Smith & NephewAnnouncement

05/08/2025 07:05

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RNS Number : 9274T  Smith & Nephew Plc  05 August 2025

5 August 2025

Share Buyback Programme

Smith+Nephew (LSE:SN, NYSE:SNN), the global medical technology business,
announces that it intends to undertake a share buyback programme to return
$500 million to shareholders, while maintaining leverage, and without
compromising growth plans.

This additional return of value will be undertaken in the second half of 2025
and reflects strong cash generation and balance sheet resulting from the
12-Point Plan transformation. Further details are contained in Smith+Nephew's
Second Quarter and First Half 2025 Results announcement published today, 5
August 2025.

To implement the buyback programme, Smith+Nephew has entered into a
non-discretionary agreement with J.P. Morgan Securities plc in relation to the
latter's purchase, acting as riskless principal, of the Company's ordinary
shares of USD $0.20 each for an aggregate price of up to USD $500 million as
part of the programme.

Shares acquired by J.P. Morgan Securities will be subsequently repurchased by
Smith+Nephew, held as treasury shares and then either be cancelled or retained
for the purpose of satisfying awards under employee share plans. The Programme
will commence on 5 August 2025 and will end no later than 31 December 2025.
The purpose of the Programme is to reduce Smith+Nephew's issued share capital
by returning surplus capital to shareholders.

Any purchase of shares contemplated by this announcement will be carried out
on Recognised Investment Exchanges 1  (#_ftn1) and will be effected with
certain pre-set parameters. The maximum number of ordinary shares which may be
purchased by the Company is 87,440,566 ordinary shares, which is the maximum
pursuant to the authority granted by shareholders at the Company's 2025 Annual
General Meeting.

The programme will be executed in accordance with (and subject to the
existence of and/or the limits prescribed by) the general authority granted by
shareholders at the Company's relevant Annual General Meeting; and will be
conducted within the parameters prescribed by the Market Abuse Regulation
596/2014/EU as it forms part of domestic law by virtue of section 3 of the
European Union (Withdrawal) Act 2018 (as amended) and Chapter 9 of the
Financial Conduct Authority's UK Listing Rules. No repurchases will be made in
respect of the Company's American Depositary Receipts.

J.P. Morgan Securities plc may undertake transactions in Shares (which may
include sales and hedging activities, in addition to purchases which may take
place on any available trading venue or on an over the counter basis) during
the period of the Programme in order to manage its market exposure under the
Programme. Disclosure of such transactions will not be made by J.P. Morgan
Securities plc as a result of or as part of the Programme, but J.P. Morgan
Securities plc will continue to make any disclosures it is otherwise legally
required to make.

 

Smith+Nephew will make further announcements in due course following any
repurchase of shares. There is no guarantee that the programme will be
implemented in full or that any shares will be bought back by the Company.

Enquiries:

Investors
Cora
McCallum
+44 (0) 1923 477433

Smith+Nephew

Media
Charles
Reynolds
+44 (0) 1923 477314

Smith+Nephew

LEI: 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 17,000 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 around 100 countries and
generated annual sales of $5.8 billion in 2024. 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
(http://www.smith-nephew.com/)  and follow us on X
(http://www.twitter.com/smithnephewplc) , LinkedIn
(http://www.linkedin.com/company/smith-%26-nephew) , Instagram
(https://www.instagram.com/smithnephewmeded/)  or Facebook
(http://www.facebook.com/smithnephewplc) .

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: conflicts in Europe and
the Middle East, economic and financial conditions in the markets we serve,
especially those affecting healthcare 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 and financial 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 disposals, 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; disruptions due to natural disasters, weather and climate
change related events; changes in customer and other stakeholder
sustainability expectations; changes in taxation regulations; effects of
foreign exchange volatility; 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, which is available on the SEC's website at www. sec.gov,
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.

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and Turquoise and Aquis Stock Exchange.

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